Hero Time!
by King of Smash 21
Summary: My first story. Rated for later instances of intense language, sexual acts, blood/gore, and violence. Follow the journey of Bman Allstaria, a teen hero destined with ridding the Multiverse of darkness, as he makes friends and enemies. But in the end, could his biggest foe be...himself? Please R&R.
1. Birth of a Hero

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: unknown  
?'s POV

"Hey, wake up."

"Get up man."

"…"

"HEY GENIUS! WAKE THE HELL UP!"

"Ahh!"

Now that got my attention as I woke with a serious scare. I could have sworn that I was standing on something, but all I saw was black darkness everywhere. Which was scary enough; darkness ain't my thing, mostly for whatever lurks in the darkness. Then I heard that voice again.

"Bout time you got up. I was thinking you died on me."

The strangest part was that the voice kind of sounded…familiar? No, it couldn't be. Wait a minute…

"You wanted to kill me!" I shrieked. I can already feel a heart attack coming on like whenever I played Luigi's Mansion for the GameCube. I shuddered at the memory. The voice interrupted my thoughts.

"Huh? Oh no, not at all. I just wanted to make sure you weren't in a coma or something. It's kinda hard for me to bring someone like you here, thank you very much." I looked around in the blackness.

"Um…where the hell is here?"

Awkward silence.

"Oops, my bad. Forgot to get the lights."

Suddenly, thousands of birds flew out of the blackness, revealing light from the floor. Or rather, the darkness literally flew away revealing a shining mosaic floor. It showed pictures of creatures I've never seen before. Some slimy, creepy, fast, strong; every shape and size! And in the center of it all was a large green diamond in a circle. But I also noticed something else when I looked down…

"DUDE! WHY AM I NAKED?" I freaked to the voice. All I was left in were a pair of orange boxers that said 'Wise Guy' all over them. Plus, I still had my blue digital watch. The voice sounded confused.

"I don't know so don't look at me. Didn't you decide to sleep in your boxers tonight anyway?" Silence.

"Oh yeah…my bad. But…how did you know that?"

"I know a lot more then you think, so for now, just move over to the next platform. And don't worry, you won't fall off like in your Mario games. I put up invisible barriers for your fear of falling."

I kinda looked on dumb struck as another pillar came into light, with a light staircase leading to it. As I left the green pillar for a new one, I started to worry. How did this thing know so much about me? And why did it bring me here in the first place? I have no other choice now but to trust it.

As I arrived on this new platform, I noticed it was purple in color with several symbols on it: a flame, a gear, a raindrop, a skull, a star, a mountain, a squiggle, and a plant. The voice spoke to me again.

"OK, now for the important stuff," as it was talking, three pedestals rose from the ground, each with a certain item on top. "the universe is in great danger and must be defended. To do so, you must make tough choices, friends, and even enemies. Now, before you lie-"

"Keep the staff, ditch the shield." I said unimpressed. Sure enough, those weapons did materialize on the pedestals, along with a sword too. The voice was confused.

" H-how did you know that was coming?" I shook my head disapprovingly.

"Kingdom Hearts much? I mean seriously, I like the style, but don't expect me to be surprised." I looked at the platform.

"But I don't get what the hell this stuff is all about, so, kudos for you." The voice grumbled, but regained composure.

"Alright, hero boy. Now for some clothing. No need for fighting in your boxers." I nodded and waited patiently for something else to happen as the pedestals sunk back into the ground. Suddenly, the symbols on the ground all glowed, sending a rainbow of colors swirling around me.

"Wait a sec! What's going on?" The voice never answered as the colors merged into a flash. When it faded, I was fully clothed! I was now wearing a pair of blue denim jeans and some white sneakers with a black checkmark. My top half was covered in a thin long-sleeved shirt. Or maybe it was just a black T-shirt with long white sleeves? Yeah, that's it. The shirt was decorated with a black and white eagle on my chest, and lots of stars on both the stomach area and my sleeves. Lines ran up the arms for more detail. I was ecstatic.

"Whoa! Awesome! I love this shirt." I said with a smile. The voice sounded happy too.

"Glad you like it. These clothes are very durable with an almost magical quality to them. Oh yeah, check your pockets too." I did as I was told, finding a wallet with a ton of cash and a new cell phone.

"OK, now move on to the next one." The next platform appeared and I jogged over to it. This one however was a mix of themes. While half of it was covered in rainbows, smiley faces, and bunnies, the other half was more scientific and blue. I had a 'WTF' look on my face but it didn't bother me too much.

"Time for some surprises," said the voice, as two chests appeared, one over each section of the large platform. "Well, go on. Open 'em up."

I went to the chest on the blue side first. As I opened it, the voice spoke again.

"What you have there is your very own warhammer. It always pays to have a weapon on hand, but feel free to dish out some punches too!"

"Holy shit! This rocks! I've always wanted one of these. And the black and silver match my shirt too," the voice snickered at the last remark, "not that it matters or anything…"

"Right…now, for the other one." I went over to the pink side and opened it up too. Immediately, something jumped out at me, causing me to fall and scream in surprise. But I also felt a surge of power from the object. It wasn't painful, but it was shocking. I literally saw stars, and then fire. They seemed like a…vision? It was short, but when it ended, I checked out the object in question. What came out was a small red Labrador Retriever (about the size of a Pikachu, I guessed) with a green collar staring back at me with its black eyes, looking happy to be free.

"Hi Master! It's about time you opened up. I was getting cramped in there," it spoke. I jumped to my feet in haste, freaked out once more.

"What the hell! You can talk? Wait a sec…were you that voice?" The dog shrugged.

"Well, yeah. Duh. I thought you recognized me, Master." I stopped to think.

"I don't think I know you…" I waited for a name. The puppy dog smiled and stood up.

"Oh yeah. I'm Domino, your personal guardian. At your service." Domino saluted with his paws. I stared at disbelief.

"You gotta be kidding me…" I actually did remember Domino, but he was a stuffed animal I owned as a child. How is he alive, let alone here? Domino climbed up my body and rested on my fluffy brown hair.

"I'll explain more where we are on the next platform." Said the dog as it rose up. This one was in halves again. One side was a darker blue with mushrooms, green trees, and shooting stars, while the other side looked more like heaven with its clouds and angels. Domino jumped down.

"Now that you're armed and dangerous, let's put you to the test." A humanoid figure appeared out of nowhere. I turned to the pup.

"I got to fight that?" Domino nodded. I lifted up the warhammer.

"No sweat, Dom. I got this." Dom shook his head with a smirk as the weapon vanished from my hands.

"Not so fast. Defeat this Dummy with your own power. Maybe you'll enjoy what you find." I was about to argue, but the Dummy kicked me down before I had a word in. It hurt of course, but I got back up and punched him in the face.

"You bastard! I'll kill you!" We kept going at it, with Domino watching from the sidelines, but I was getting tired. This thing wasn't human, so it could keep on going. I cursed under my breath. I soon got sluggish but Domino kept cheering.

"Keep going! Don't give up!" At that moment, I got punched in the face, Domino wincing. This was supposed to be easy! I felt so much rage built up inside of me. I could practically see the fire before my eyes, ready to spurt forth. I finally released my pent up anger in a warcry, only to find myself breathing fire right at it! The material the Dummy was made out of melted into a puddle at my feet. I didn't notice Domino's praise for I was freaking out once again. Domino stepped up and explained.

"Excellent! You just used your Raging Flame attack. It gets stronger when you're pissed, and is sure to roast anything in your path." I glared at the mutt and yanked him up by the back of his collar.

"So what the hell did you do to me before I cook you medium rare." Dom looked hurt at the accusation. I felt myself getting calmer; how can you stay mad at a sad puppy?

"I didn't do anything. You had that power inside of you all along. I just acted as a catalyst. Whenever you are in physical contact with certain things, you may have a Vision Surge go by in your head. A Vision Surge acts as a quick Tutorial for said move. After that, you can use it as much as you like. Granted, it may not show you everything about the move, but you'll figure it out." I grunted and dropped the dog on the ground, but not before my warhammer reappeared on my back. Another platform appeared and I followed him to it. It had a pink-colored sky with what looked like a city on the clouds with stars. This time, I decided to take some initiative.

"Hey Dom." The dog turned and looked up at me.

"Yeah?"

"I've done everything you've asked me too and while I appreciate the fire breath and stuff…I deserve to know just where in the hell I am!" The dog sighed.

"Well, you're right Master. You do deserve to know." I nodded.

"Damn straight…"

"Anyway, where we are right now is your subconscious mind. And this is where I've lived ever since you acquired the toy version of me in your world." I looked around and felt a little sad.

"You lived all this time in the dark?" Dom shook his head.

"It wasn't always like this you know. There was light and grass and things everywhere, but that changed when the darkness spread so far it penetrated your very mind to stop you from ever stopping it. Weird huh?" I nodded.

"But what is this 'darkness' you keep talking about? I'm not going on some wild-ass goose chase and shit. I have a life..."

"Don't worry. I say darkness to generalize it. It's basically any type of major evil in a world that if left alone, will eventually decimate all life in their world, and that would soon spread over the multiverse." I laughed.

"You make it sound easy." Domino laughed too.

"It will be for you Master. You can do anything you set your mind to." I patted him on the head before I picked him up and put him on mine.

"Just one more thing Domino." Dom looked confused.

"Huh?"

"Stop calling me Master, OK? I'm not all that cool with it. If it was a human girl calling me that, yes, but…" I started fantasizing about such a thing ever happening, not noticing the goofy look on my face. Domino smirked and stomped on my head, breaking me out of my trance.

"I getcha, I getcha. Should I call you by your real name then?" I shook my head.

"I need a cool hero name if I'm going through with this. Something that just screams 'I'm more badass and awesome then you, but I still care." What do you think Dom?" Domino suddenly jumped off of my head and sniffed the air. He looked like he was panicking. He suddenly stopped moving.

"No…" I was confused.

"Uh… you OK there buddy?" Domino suddenly turned to me, fear across his face.

"Stay back-" He was suddenly cut of as a pulsating black sphere swept down and took the little dog away in a sharp green claw.

"DOMINO!" I screamed as I chased after the figure. It flew to yet another platform, decorated in what appeared to be ancient blueprints for some kind of robot surrounded by 7 gemstones. Domino looked hurt as he was trapped in a green energy cage. I approached the sphere.

"Alright shithead! Let Dom go or else!" I demanded, finally brandishing my warhammer. The sphere chuckled darkly as it opened its two emotionless eyes.

"Look whose here? I don't think we've had the pleasure of meeting face-to-face…Master…" The last word was spoken in hatred. "Do you remember me? I'm not all that difficult to forget after all…" I quickly thought of possible identities, but nothing seemed good. It took my silence as a sign to continue.

"Oh really now? I've been forgotten so easily it seems. Such a pity…" it shook its…head? "We've had good times and bad times alike, but mostly bad times for me." It turned towards Domino. "It had to fulfill our story. It was one of the reasons why we were imagined as characters. Characters with goals and minds. Yes, me and this damn dog go way back…" Domino growled from his position, causing the cage to shock him unconscious as the figure laughed. I smashed my weapon to the ground and screamed.

"KNOCK IT OFF!" The sphere turned quickly to look at me. "HE was always your favorite now, wasn't he? It was always HIM that won, it was always HIM that was the hero. Leaving me just a cold…heartless…" Out of the ground rose two giant severed skeleton hands, keeping close to the body like real limbs. It was then I realized who this was, and I was scared for my life.

"Darkball…" I muttered.

The dark orb looked amused. "Look who finally remembers, but it's too late. With your guardian out of the way, I'll waste you early so I can escape your mind and terrorize the real world!" He then charged at me with claws drawn, but I parried them with my warhammer.

Blow after blow, I parried against the speeds, surprisingly, until an opening came where I struck a claw with the sharper edge of the hammer doing serious damage as Darkball cried in pain. He cursed and responded by punching me in the face again, making me drop my warhammer in the process.

"Raging Flame!" I yelled as the flames engulfed him. As they died down, with me catching my breath, I was shocked to see he shielded himself with the hands, and was unharmed. He looked amused.

"Pathetic. Don't you know from your little games that fire doesn't work on bone?" Crap, he was right. Go figure why he chose bone claws instead of energy ones like before. He punched me again in the face with both hands as I staggered backwards, dizzy. "Master! No!" Domino woke up and yelled. Darkball loomed over me chuckling darkly. As I saw stars in my vision, I put all my strength into one last punch. I yelled.

"TAKE THIS!" As I was punching, sparkling blue and yellow stars surrounded my fist. It made contact with is skeletal hands, broke through them, and then smashed his face in. I gaped surprised at what I just did, while Domino shouted in joy. Darkball's body started to spaz.

"No! This is impossible! You're not supposed to be this strong!" He clutched his heads to his head before the bones withered away into dust. After some violent seizures of his own, he fell with a thud on the floor, eyes empty and wide. The energy cage around my guardian disappeared as well.

"That was amazing! You the man!" Maybe I really am destined to save the world, or whatever Dom was talking about earlier. I mean, I just beat an embodiment of darkness from my own mind, so why not go out and kick some more ass?

But…can I really be up for that? I almost got my ass killed, so will it work out for just normal me?

"No," I said.

Domino stopped cheering for a moment and stared at me worriedly. I summoned more stars from my hand like before.

"I'm the Bman! Bman Allstaria!"

Domino broke out in a wide smile and leapt into my arms as I hugged him.

"I knew you had the power! The potential! I never doubted you for a second." I lifted him up and put him on my hair again as the last platform rose up, this time with a picture of me! On said platform stood a single door.

"This is as far as we go here. Through this door is a new world, meaning a new threat to defeat and hopefully new friends too!" said Domino.

"But what if I can't find it anywhere, like with Darkball? I don't want anyone dead…" Domino patted my head for assurance.

"Don't worry. While you can't detect darkness, I got a Nose for Trouble, which allows me to sniff 'em out. It my special ability." He said with a grin. I smiled, but looked down at Darkball's body and felt some pity for him. I mean, I did create him after all. I should apologize or something I guess. But as I touched his body, I received another vision surge, this time of a dark purple energy falling downwards. As it went away, Domino smirked.

"Good call there, Bman. You've just learned Gravity Bomb! By smashing your arms down, you can bring down the gravity around you, flattening enemies while slowing them down too." I smirked at this new power and decided to try it out.

"Gravity Bomb!" My arms glowed dark purple, and as I brought them down, a dome of intense gravity appeared around me. I heard Domino scream, so I ended it. He looked dazed. "Not the best idea to do it on me…" I sweatdropped.

"Sorry Dom." I looked back at the door again. "Hang on!" Domino gripped my hair as I ran through the door, and officially beginning my journey as a full-fledged hero.

"WATCH OUT JACKASSES!" I yelled.

"IT'S HERO TIME!"


	2. Alien Activity in Bellwood

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Between Worlds  
Normal POV

Bman raced out of the other end of the door with Domino still hanging onto his hair for dear life. After they entered the door, the whole area was bathed in white as Bman kept on running. Domino however looked nervous.

"Hey! Slow down Bman! I don't wanna get flown off between worlds!" Bman laughed. "I can't help it Dom! This is a chance in a lifetime, and I can't wait to get this shit started! Yahoo!" Domino sighed before Bman spoke up again. "Hey Dom?"

"Yeah?"

"What's this new world like? Any idea?" Domino shook his head. "No idea. Only way to know for sure is to go enter it and-ah! Here we are!" Sure enough, an opening of color appeared in this white between world. It looked to be about nighttime in an alleyway. Bman cheered.

"Alright! New world, here we c-AH SHIT!" In the midst of his excitement, Bman tripped over his feet and sent him and his dog tumbling through the opening, which closed as soon as they went through it.

Location: unknown

Now in a heap, the duo get their bearings. Domino groaned.

"Oh, you're cool…"

"Shut up…" Bman panted. All that excitement gave him energy, but with that gone, he was all tired. Domino pulled himself out from under his master and dusted himself off.

"Well, we are here anyway. Now, to find that evil thing and kill its ass." Domino sniffed the air as Bman caught his breath and stood up. Domino then pointed down the alleyway. "This way!" he called before he ran off. Bman walked off after him. They soon reached a fork in the path. "Which way do we go?" asked the hero. After some more sniffing, Domino turned.

"I…have no idea." Bman face-palmed. "Fail." Domino defended himself. "Hey! It's not that bad! The scent is coming from both directions, that's all!"

"Well OK then. We'll just split up." Bman hesitated and looked down at Domino in thought. Domino was curious.

"Um…what?"

"Can you even fight on your own?" Domino looked appalled.

"Wh-ca-OF COURSE!"

"Well its just I've never seen you defend yourself and Darkball did make you his bitch back there, no offence." Domino got pissed off.

"SONOFABITCH! I CAN TAKE CARE OF MYSELF AS WELL AS YOU CAN! NOW GET YOUR ASS OVER THERE!" he yelled before quickly departing down the left path. Bman sweat-dropped.

"Damn. Just…damn." Bman ran down the right path, and after a while, ran into a massive fight going on! There were tons of people in suits of armor with lazers fighting, what looked like, a humanoid tiger! On its chest was a badge of some sorts with a green diamond on it. And by the looks of it, the knights were getting owned!

"Dammit!" cursed a knight as he turned to his fellow knight. "He's just too strong for us! Call in reinforcements!" The second knight objected. "They can't come in because they have their own problems too! We're on our own." "Need a hand?" Both knights jumped at the sound and turned, revealing Bman behind them.

"I never really liked Frosted Flakes anyway." He assumed a fighting stance and smiled. "It'll be my honor to help someone as noble as you guys." The knights exchanged glances before addressing the hero. "Go for it, squire." They gave him a push on the back, but also gave Bman another Vision Surge. He saw pieces of armor flying through the air until they formed together. When it ended, he was wearing my own suit of armor! It looked similar to their own armor, but had an XD-like face on it, with two lines through the D making it look like teeth, as opposed to their infinity symbol. The headpiece was also shaped differently. Bman was ecstatic.

"FUCKIN COOL! Alright cat, time to get skinned." The hero ran off to face the beast, with some difficulty with the suits weight on him, having already defeated the other knights. "LET ME TELL YA SOMETHING FOREVER KNIGHTS! RATH IS UNABLE TO BE BEATEN BY YOUR PUNY WEAPONS AND LAZERS AND STUFF! RATH IS GONNA GO GET A SMOOTHY RIGHT NOW!"

"You're not going anywhere, dude!" The animal looked pissed as he stared at an armored Bman. "WHAT DO YOU THINK YOU'RE DOING FOREVER KNIGHT! RATH ALREADY KICKED YOUR BUTTS TODAY AND RATH IS HUNRGY!

"Shut up Tony! I don't know how much steroids the zoo mixed in your cereal, but I'm gonna half to put you down!" Bman picked up a futuristic-looking lance and pointed it at Rath. Rath was not amused and roared! "I am the hero Bman Allstaria, and I'm gonna kick you ass!"

"LET ME TELL YA SOMETHING HERO BMAN ALLSTARIA OF THE FOREVER KNIGHTS! RATH IS NOT GOING TO GET HIS ASS KICKED, CUZ YOU WILL BE THE ASS KICKIE WHILE RATH IS THE ASS-" He never finished his sentence as Bman accidentally shot him with the lance in the face, knocking him down. Bman was surprised that a lance had a trigger, but chuckled tauntingly at his foe. "You need to shut the fuck up. And you are an ass." Rath got up and growled before charging at Bman with his claws. Whenever Bman did get hit with an attack, the armor took most of the damage, although dodging became tougher to do.

Rath was growled at his lack of success with the young knight, and slammed down on the badge at his chest. In a flash of green light, the tiger transformed into a blue moth-like humanoid with a blue cloak. As it breathed, its breath could be seen, even though it was not cold enough for that.

"Big Chill!" it cried. Bman was surprised, but didn't waver. He threw the lance at it, but he just phased through it like a ghost, leaving the lance frozen solid as it passed through him, shattering as it hit the ground. Bman was shocked.

"Shit!" Big Chill smirked. "Now…its my turn." With a deep breath, Big Chill blew out an icy cold blast, freezing Bman in ice! "Well…that ends that." But before he was able to leave, the frozen hero started to glow red. It glowed brighter and brighter until he broke free and did a battle cry. Bman quickly launched an attack.

"Raging Flame!" His fire combined with the enemy's ice, equally matched at first. Until the fire overpowered Big Chill, sending him back with damage. Bman smirked this time.

"Had enough Bitch Chill?" Big Chill hit the badge again, and in another flash of light, became a large brown dinosaur. "Humungousaur!" Bman gawked at the monster.

"Son of a…BITCH!" Humungousaur smirked and launched a massive fist at a panicked Bman, sending him into a wall. Upon the massive impact, Bman's armor shattered off of his body. Bman cursed his luck as the monster loomed over him, puzzled.

"I thought all Forever Knights wore some of that medieval garb under their armor…" Bman looked up at him, trying to stand after the blow.

"Does it matter what I wear? I'm lucky I'm not in my boxers right now. Freakin armor..." Humungousaur chuckled.

"I remember that game. Ghosts 'n Goblins was so hard to beat and it took me SO LONG to complete. Thank goodness for that Magic Armor, right?" Bman chuckled himself for a bit.

"Yeah. Assuming you found the damn thing." His expression suddenly hardened. "How do you know about that game? Let alone play it, actually."

"Oh, I have it at my house. Well, I think I still do anyway. It might be lost in the deepness of my basement. Or maybe I left it to my friend…" As the monster thought about it, Bman gave a 'WTF' look. Humungousaur noticed the look, but before he could say anything, a female voice called out. "Ben!"

"Bman!" That was Domino's voice! Bman called back to him.

"Domino! I'm over here, but watch out! I got Jurassic Park on my ass here, and I'm about to make it extinct!" Humungousaur turned to Bman and gave an indignant look. Emerging from the path was Domino, being carried by a girl with long red hair, green eyes, and a red sweater-looking shirt over a white one, black skirt and black leggings. A dude with black hair, and blue jeans accompanied her. He had a shirt that looked like a blank version of Bman's and black shoes. They approached Bman and Humungousaur, but Bman quickly moved between them, drawing his warhammer. "Don't get too close! And the name's Bman, not Ben." The girl looked at Domino in her hands.

"Is he the one you were talking about?" Dom nodded. The boy spoke up next. "Are you sure this is him? I mean…he looks like a spaz to me." Bman gave him a look, as did Domino, the girl and the dinosaur.

"What?"

Humungousaur was enveloped in green once again, but instead of another monster, he became a human boy. He was Bman's height with brown hair and green eyes. He wore a black shirt with a green jacket over it, blue jeans, and black sneakers. The jacket said '10' over his heart. Bman noticed a green gauntlet over his left wrist with that same badge as the monsters. Bman didn't let up his guard until the girl touched his shoulder.

"Don't worry. He's with us." Bman looked unsure, but with the look the girl gave him made him trust her. "Well…alright." The hero put his warhammer away. The girl placed Domino in his care as she walked over to the monster boy.

"Are you OK Ben? I mean after the Forever Knights and everything?" Ben scoffed as he stretched his arms. "Gwen, you worry too much. I'm practically invincible anyways with the Ultimatrix on." Ben turned to Bman. "I'm sorry I attacked you the way I did. I thought you were one of the Forever Knights." The other boy interjected. "That and Rath is as dense as a sack of bricks…" Gwen glared at him. "Quiet Kevin…"

Bman looked relaxed. "Oh, don't worry about it. I almost kicked your ass back there if it weren't for my suit crapping out against your dinosaur."

"Actually, that wasn't a dinosaur. That was an alien." Bman looked amazed. "You gotta be shitting me." Domino shook his head. "He shits you not. Gwen told me all about him." Gwen nodded as Ben stuck his hand out for Bman.

"I'm Ben Tennyson. This is my cousin Gwen and our friend Kevin Levin. Welcome to Bellwood." Domino got Bman's attention.

"You see, in Bellwood, there is lots of alien activity going on, with both good and bad aliens. Those knights may have been human, but they are anything but noble according to Gwen. Ben and his friends have the job of stopping them, mostly with that." Domino pointed at Ben's gauntlet. "This is the Ultimatrix. It lets me transform into a whole bunch of cool alien heroes. And you haven't seen my strongest yet." Said Ben proudly. Domino resumed speaking.

"Ben is this world's hero." At the revelation, Bman was shocked. He almost killed someone on the same side! Plus he helped the enemy! Bman sadly bowed to Ben. "I'm so very sorry for attacking you like I did. I just thought you were bad because you looked like a monster. " Bman slunk to the ground looking defeated. "I'm a bad hero…" Domino sighed and patted the boy's head. While Bman was all hyped up before they came here, his self-pity is like poison, leaving him depressed at times. He judges himself too hard. Ben noticed his mood and tried to cheer him up.

"Hey. Don't worry about it. A lot of my friends have tried to kill me at one point or another." Gwen kneeled down and put a hand on his back while Domino seemed to be concentrating on something.

"Even though you attacked the wrong side, you still chose to protect who you thought needed it. That makes you a true hero." Kevin gagged from his position, but Bman smiled at Gwen's word and rose, thanking her.

"Alright Bman!" All the humans looked at Domino. "You've learned some new powers in that fight. First up is Knight's Armor, which does exactly what it sounds. With the suit on, you will increase both your defense and weight, but your speed may drop as a result. But if the armor takes too much damage, it'll shatter off you. The second is an ability called Inner Furnace. It increases your resistance to ice-based attacks and cold temperatures. Abilities are different from powers, which instead of being sparked by a catalyst, they just happen." Bman smirked at the news. "Coolness!" He noticed how dark it got and suddenly heard his stomach rumble. He turned to Gwen.

"Is there any food near here? I'm starved…"

"There's a not too far from here. We were gonna go after the fight. Would you like to join us?"

"Yes please. Thank you." The group piled into Ben and Kevin's cars and drove off to . Once there, Ben ordered cheese fries and a kelp and chili smoothie. Bman got some chicken fingers and a Recess' smoothie. Domino got a cheeseburger and Gwen and Kevin got normal smoothies. As they were eating Bman and Ben were getting to know one another better, as Bman had just finished telling Ben of his adventure so far.

"That sounds amazing! I remember when I first found a watch like this when I was 10. Best summer of my life." Bman nodded.

"So do you like video games?" Ben smiled and nodded. Seems like the hero boys are becoming great friends. Domino took note of that as he, Kevin and Gwen watched them a small ways over. "Its good to see him getting along with another hero so soon. I want Bman to grow both not just physically and mentally, but also socially."

"What is your relation to him again?" asked Kevin.

"I'm his guardian. Its my job to protect and guide him." Kevin glanced over at the two heroes. "If they grow too much, we might not be able to tell which one's Ben." The three looked at the brown haired boys, Ben shooting smoothie out of his nose and Bman making his chicken into makeshift fangs, clapping like a retarded seal to Ben's smoothie shot. Kevin cringed at the sight. "Idiots…" he muttered.

"As weird as it looks, and I mean nasty weird, they are getting along after the whole fight before." Gwen noticed. Domino smelled something strange, and turned and growled behind him. The others caught on and saw a larger gold-faced knight standing before them. Ben's team stood up to fight, while Bman continued eating. "Enoch…" spat Ben.

"It's been a long time Tennyson…"

"What do you want now, metal head? We're busy." Questioned Kevin. Enoch laughed.

"What I want is to destroy you…Bman Allstaria!" Bman almost chocked on his chicken in shock. Domino got angrier at the threat.

"What do you want with him!"

"My mission from the Forever King is to eliminate the Bman and any of his friends. I expected to find the Ultimatrix with him, so I decided to kill 2 birds with one stone. This mission's success will grant our kingdom to expand and eliminate the alien scum!" Ben activated the Ultimatrix and was searching for an alien.

"Well, you're about to be scrap metal when Lodestar takes you out." Enoch smirked under his mask. "Not so fast…"

Suddenly, a black sphere shot out from the distance and hit the Ultimatrix. It completely surrounded the device, unable to be used. Out of the shadows emerged two red cyborgs, known as Forever Ninjas. Enoch held out an orb from his pocket, which glowed green before he placed it into a socket on his chest plate.

"This device allows me to siphon your power to my suit. Forever Ninjas! Waste Tennyson, the Bman, and their friends!" Gwen's eyes and hands glowed pink. Kevin touched down on the concrete and absorbed the material onto his body. Bman cracked his knuckles and smirked. Ben glared at Enoch and Domino gave a low growl.

"WAIT!" Everyone stopped and looked at Bman.

"I have to pee first…" Everyone face palmed as the hero went on to the restroom. Kevin turned to Domino. "Some genius you got there, Clifford." Domino's eye twitched as he faced Kevin. "What…did…you…call…me?" he asked in a low voice. Gwen and Ben took a step back.

"I said Clifford. You know, like that one show that made this dog grow out of love or somethin like that."

"I"LL KILL YOU!" Domino launched himself at the teen and proceeded to kick his ass, biting him through the concrete and punching him in the face.

"YOU RACIST BASTARD! SAY GOOD-BYE TO YOUR NUTSACK!"

"AHH!" No one made any attempt to stop it, unsure on how to react. A flushing sound was heard as Bman came back out, ignoring Kevin's pain. "OK, I'm good. Now," Bman did some corny ninja poses and taunted the ninjas. "We must Kung-Fu fight!" The ninjas dashed over to Bman as the Tennysons took on Enoch. The tiny red Labrador Retriever was still owning Kevin. As Bman fought the ninjas, two on one was cheap odds. Especially when he is the one who is supposed to win!

"Knight's Armor!" In a quick flash, Bman's metal suit appeared. Wanting to rid of the extra protection faster, and to overwhelm him with their speed, they began to circle him. Just want he wanted.

"Gravity Bomb!" The dome of gravity forced down the ninjas into the pavement, allowing him to easily smash them with his warhammer. "Their robots? That's a relief. I don't want to kill anyone…yet." He laughed at the joke and turned to Ben and Gwen. Despite Gwen's energy attacks, Enoch still had the upper hand. "If only we could pry off that sphere on Ben…" Bman looked back to Domino, tearing off the rest of Kevin's armor, while he lay in intense pain. "Domino! Help Ben!" commanded Bman. Dom turned.

"Right!" He looked back at Kevin, gave an 'I'm watching you' gesture and ran over to pry the orb off of Ben. Bman then leapt in for his chance to hopefully finish him. His fist glowed stars once again.

"Bman Punch!" It took Enoch by surprise right in the face. Kevin finally got up from his beat down, looking pissed off that a puppy smacked him around like a little bitch. With a burning passion to maim something, he turned to Enoch with the intent of using his armor to defeat him, and maybe hit the dog by 'accident'. While Enoch was busy with Gwen and Bman, Kevin snuck up behind him and jumped on his back. "Surprise!" Gwen knew what he was going to do and shouted out.

"Kevin! No!" Too late.

As Kevin absorbed the material, he forgot that the suit was supercharged with the Ultimatrix's energy. As he absorbed the power, he cried out in pain.

"Dom! Get it off!" Bman himself had to hold Gwen back from being absorbed with the energy. Domino was trying to shatter the orb, but to no avail. Then, Domino ran a short distance away, turned around, dashed back towards the orb, and rolled into a ball. The attack shattered the orb on Ben's wrist, stopping the energy flow to Enoch's suit.

Unfortunately, Kevin already mutated into a giant amalgam of Ben's alien heroes, becoming Ultimate Kevin. Ultimate Kevin roared as he knocked Bman back and picked up Gwen. Enoch was already unconscious.

"Gwen!" cried Ben and Domino. Dom rushed in for another spin attack, but was smacked aside by Ultimate Kevin.

"Listen to me Tennyson! If you want little Gwenny here not to look like a shriveled prune, then you'll turn into Alien X." Gwen and Ben gasped. "NO BEN! DON'T DO IT!" Ultimate Kevin started to absorb her life, making her cry in pain.

"ALRIGHT! I'LL DO IT! JUST LEAVE HER ALONE!" Ben cried. Ultimate Kevin grinned and as he used magnetism to move two green keys in front of Ben, who held out the Ultimatrix. When the keys were inserted, a new hologram appeared on the dial. Ben hit it and transformed into a black humanoid with skin looking like outer space and three horns on his head. It spoke in three voices at once.

"Alien X!" Ultimate Kevin grinned and drained Gwen of a portion of her power, making her too weak to interfere. Bman looked shocked as he tried to spurn Ben into action. "Hey Ben! Don't take that! Kick his ass!"

Alien X didn't move. "…Ben?" No response. Ultimate Kevin slowly came closer to the two. With Domino beat, Gwen weakened, and Ben useless, it's up to Bman. He stood in front of the hideous monster. He laughed at the hero.

"You're useless kid. Nothing you can do will stop me from gaining the ultimate power of Alien X. Not even Ben can save himself." Bman looked scared. He couldn't stop that all by himself. I mean, look at him! He turned to Ben hoping to get a response from him, anything.

"Ben, its Bman. I need you to do something and save Gwen! Ben I need you to move! Blink! Fart! Do something so I know you're not dead!" No response what so ever. Bman looked downcast as Ultimate Kevin laughed at his failure. He wanted to savor this moment of defeat in his warped mind for a long time. Finally fed up, Bman turned to his friend with tears in his eyes.

He wasn't going to let Gwen die.

He wasn't going to let Domino down.

He wasn't going to let Ben stay there and let it happen.

And he sure as damn well wasn't going to let Ultimate Kevin get away with it!

"C'mon Ben…Ben…" Bman took a deep breath.

"BEN!"

With one last yell, Bman punched Alien X in the face to spur him awake. But all it did was lead to another Vision Surge. Bman saw everything and anything both imaginable and impossible, he saw time slow down, and space distort around him. It gave him a massive headache to take in so much at once. When it finished, Bman's eyes glowed pink as he stared at Ultimate Kevin with a look of hatred. And in a loud scream, he shouted:

"B-MAYHEM!"

Bman's body slight contorted as eerie music played out of nowhere, with several visible distortions being seen as well. Ultimate Kevin cried in fear as he felt pure pain through out his body. Suddenly, all five of them disappeared in the blink of an eye, with no idea what was happening or where they would go.


	3. Home is Where the Hero Lies

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: unknown  
Normal POV

As the distortions calmed down, Bman, a now human Ben Tennyson, and a healed Gwen and Domino were on a mysterious island. As the three regained their senses, Bman's eyes faded back to normal, only to have him fall on his back from exhaustion. Ben was the first to take in the scenery change.

"Hey, how did I change back? And where are we?" He soon spotted his cousin. "Gwen!" He ran over to make sure that she was OK. Thankfully, she woke up and stood, with Ben standing close in case she needed him. "I'm fine Ben, but thanks."

"But Kevin absorbed your Mana!"

"I can't explain it, but I feel like I never got drained. I don't know what happened after you changed into Alien X." Ben looked enlightened.

"I remember. After I transformed, Kevin took out you and Domino, leaving just Bman left. I remember…" Ben suddenly became upset. "I remember he punched me in the face!"

The Tennysons turned at Bman, and seeing him on the ground with a revived Domino trying to spur him awake. "C'mon Bman! Wake up! Wake up, genius!" No response. Domino's voice got soft. "Please…" Gwen and Ben walked over to him and picked him up to hug him. And then a new voice spoke up.

"Don't worry about him. He'll wake up in a few minutes." The two turned to see an older man of about 30 with black hair, an orange shirt, similar colored pants, black tie, and white lab coat. Around his neck hung a pair of green goggles. Ben and Gwen smiled at him. "Professor Paradox!" Paradox smiled at the two and approached them. "Benjamin! Gwendolyn! It's so good to see you again. And nice to meet you, young Domino."

"Uhh…hi?" Domino was nervous, but Paradox smiled regardless and went closer to Bman. He took out his pocketwatch. "5…4…3…2…1…" Bman suddenly opened his eyes and jumped to his feet, smiling. "Ahh…that's more like it. I'm at 100% awesome, baby!" The other smiled, and Bman noticed Paradox. "Huh? Whose the old guy?"

"I'll have you know I have the body of a 30-something." Said Paradox jokingly. Ben vouched for him.

"Bman this is Professor Paradox. He's basically a time traveler." Bman looked amazed. "Cool!" He then looked around. "Wait…why aren't we in Bellwood anymore?"

"Good question! Gumball?" Paradox held out a bag. Bman took several, stuffed them in his pockets, and let the Time Walker continue.

"The reason why you are not in Bellwood is because Bman, after discovering a new power via contact with Alien X, warped space and time themselves in a move now called B-Mayhem. This move made Ultimate Kevin disappear to a different world, while taking you all to another safer world. This island is hidden in this world because it's currently uncharted. At the same time, it seems to respond to B-Mayhem, as when you all arrived here, several flowers bloomed at once." True to his word, several flowers of a rainbow of colors surrounded the group.

"Understand?" Everyone else gave a blank look as the information sunk in. Bman spoke up.

"So…" the group turned towards him. "I can use this place as a secret base?" They group looked back at Paradox who nodded. Silence.

Suddenly, Bman jumped about 7 feet in the air out of joy. "BOO-YAH! ALL RIGHT, LET'S GO! B-MAYHEM!" Out of the middle of the large field appeared a strong-looking castle. It was decorated with black and blue banners and had blue tops on its towers.

Bman admired his work with a great smirk as he approached the red double doors. "Ready to check it out?" Domino and Ben nodded excitedly and ran up to him. Gwen sighed happily and went along to join them.

On the inside, there was red carpet, a red and gold couch and chair, and even an important looking throne! Next to said throne was a refrigerator. Bman was amazed at the sights! Paradox was impressed at this skill.

"Good work here, Bman. Here is a house-warming present sure to keep you on your toes." Paradox pulled out a wrapped box from…somewhere. No one was sure, but Bman sure loved it. "Oh! What is it! What is it! What is it!" Paradox made a shushing motion with a smile. "Spoiler Alert." He glanced at his pocketwatch. "I think I've overstayed my welcome. Places to go and whatnot." Bman quickly thanked him before tearing off with Domino to another room down a nearby hallway.

Gwen turned to Paradox. "Thanks for stopping by, but do you know if Kevin is OK?" Paradox's smile disappeared. "As far as I can tell, he is in a place where even I can not go. But I'm sure he's fine." Gwen looked sad at the news, but felt better knowing that he can take care of himself. Ben grabbed her shoulder in concern. "C'mon. Let's find the boys, Ma." Gwen laughed at the joke and went down the hall. They eventually came to a room with a large HD TV in it and saw Bman marveling at the gift.

"Check it out guys! He got me Skylanders: Spyro's Adventure for PS3! Isn't he cool?" He showed them the package. It contained the actual game disk, a scanner to read the figures called a 'Portal of Power', and three small figurines.

The middle one was a blue fish with a harpoon gun and backpack. The bottom was a red creature with a long tongue and two golden Nerf-looking blasters.

The last one on top was a purple dragon with wings, obviously the Spyro the game mentioned. Bman tore into the box and took out the toys while Domino surveyed the room and frowned. "Bman?"

"Yeah?"

"This room doesn't have a PS3 does it?" Bman was holding the Portal and Spyro in his hands, playing with them, when he realized it.

"Oh shit I forgot…" Dom face palmed.

"Oh well. Who says I can't add one now? B-Mayhem!" True to his word, a PS3 did appear, along with several controllers and a cabinet full of games, as well as a Wii, XBOX 360, and Kinect! Bman smirked once more at his success. Gwen noticed a faint glow from the Portal, even though it was not on.

"Bman. The Portal."

"Huh? Whoa!" Bman dropped it as the glowing faintly slowed to a stop.

Silence.

"So…who's hungry?" Domino broke the silence as the four went to find an actual kitchen, as opposed to just the fridge they saw earlier. Unknown to any of them however, was the Spyro figure that was currently growing and glowing in the dark room. After a flash of light, the toy had actually come to life! With a menacing growl, the dragon took off into the unattended hallways of Bman's new castle.


	4. Metal Head and Dragon Soul

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

"This pizza is amazing Dom! Who knew you could cook?" Ben and Gwen nodded their heads as they dined on a gourmet pizza, courtesy of the little dog himself. Domino gushed with his little chef hat and apron on. "Aw, guys. I'm not that good." Ben shook his head. "No, it's better then good." He said before digging into another slice.

"And Bman, this iced tea is delicious." Gwen complimented. Bman blushed slightly. "I always try my best for my friends, so the best for you guys it is! That and I'm just naturally awesome." Gwen giggled at the hero, causing him to blush more. Domino noticed this but said nothing. He just smirked. Suddenly, an alarm blared through the castle as the kitchen began to flash red. "INTRUDER ALERT! INTRUDER ALERT! DEPLOYING R.O.T.O.M.! DEPLOYING R.O.T.O.M.! SEARCH AND DESTROY! SEARCH AND DESTROY!" Everyone immediately stood up, but only for Bman it was to get more iced tea. Ben turned to Bman. "Don't you think we should check it out?" Bman sipped his drink. "It's probably nothing. Besides, they sent a rotom or something after it."

"Do you know what it is?"

"…not in the slightest." Ben face palmed. Domino looked deep in thought however, until he was suddenly hit with realization!

"Not a rotom…R.O.T.O.M.! C'mon! We have to reach him and fast!" Bman was confused, but left with Domino and the others anyway.

"What is a rotom anyway?"

"R.O.T.O.M. is his name and it's an acronym. It stands for Radically Outfitted Transforming Obliterator Module. He's another being from your subconscious, but I don't know why he's here." Ben turned to the dog as they were running back to the entrance.

"Is he dangerous?" Domino gave him a '…really?' look. The halls were torched, holes in the walls, and some furniture was destroyed. Ben took the hint and dialed the Ultimatrix for a hero. He turned into a blue monkey with four arms and eyes. It had an energetic, playful voice.

"Spidermonkey!" As they ran outside, they saw a moderately grown purple dragon shooting fireballs at a one legged robot. The machine was mostly grey in color, with glowing purple eyes and a mean expression on its faceplate. He had a windshield attached to his head as if it were hair. It had a small black body and grey limbs. It had two energy cannons for hands and a red base for a leg. It seemed to move quite easily despite the one 'leg'. Domino called out to it. "Hey R.O.T.O.M.! It's me, Domino!"

R.O.T.O.M. turned and prepared to fire at Domino and company, shocking the dog. "Something's wrong. His eyes aren't normally purple."

"Maybe he's possessed?" inquired Gwen.

"Only one way to find out." Said the Bman and Spidermonkey as they charged at the bot. R.O.T.O.M. shot energyballs at them, but the two dodged them. Spidermonkey then shot some web out of his tail at R.O.T.O.M.'s face, temporarily blinding it. Bman turned to Ben.

"I see you got pretty excited back there…" he smirked at his innuendo. Spidermonkey looked confused, but then looked upset.

"Oh you're funny…" Bman started cracking up while Domino and Gwen face palmed. A growl brought them back to the matter at hand, as Bman turned to the purple dragon. He looked weak from the battle, so Bman decided to approach it and check. But as he got closer, Spyro growled at him, feeling threatened. Bman staggered, but talked to him calmly.

"Don't worry. I'm not gonna fight you. I just wanna help." As he held out his arms and slowly got closer, Spyro calmed down. Spidermonkey shouted from where he was though.

"As much as I like the trust Bman, I could really use some help here!" the alien monkey was currently trying not to get sliced by the robot's metal claws in his blinded fury.

"You got this Ben. Just give me a sec." Spidermonkey nodded.

"OK, but not too long." Bman turned back to the dragon, having been given enough trust to get in close. "So are you OK?"

"…yes I'm alright. Nothing some rest can't heal." Bman was surprised. He didn't know Spyro could actually talk in his game. Maybe it's because he's in the real world? Spyro looked at the island.

"Where in Skylands am I? What happened to Gill and Trigg?" He looked back at Bman. "Are you a Portal Master?" Bman hesitated. Should he tell him that his life is a video game? Show him the game and his friend's figurines? Spyro gave him a curious look.

"Um…hey. You still with me?" Bman nodded and sighed. "OK, so…yeah. I'm not a Portal Master. I'm a hero. I think I found your friends inside, as toys, and this is not Skylands. This is my island home. My name is Bman Allstaria. What's your name?" he asked out of courtesy anyway. Thank God he remembered the trailer for his game, or else shit might get awkward. The dragon responded with a smile.

"I'm Spyro the Dragon. And thanks for freeing me from that prison." Bman was confused as to what he did exactly, but a scream from Spidermonkey interrupted him. Apparently, R.O.T.O.M. burned through the web with some lazer eyes, and was now shooting seeker missiles from his head. Gwen put a shield around Spidermonkey, who slammed the badge on his chest. The Ultimatrix symbol grew spikes out of it, and Ben became a giant purple gorilla alien with spider legs. He beat his chest and roared.

"Ultimate Spidermonkey!" He then charged up to R.O.T.O.M. and proceeded to beat the bolts out of him. Until R.O.T.O.M. fired a large lazer at him, which sent him flying back.

"Ben!" called Gwen. Bman looked at Spyro.

"Wanna help?" Spyro grinned.

"It's showtime." Bman nodded and ran over to the bad bot, knocking him away from the others. R.O.T.O.M. fires more rockets, but Spyro's fireballs sent them seeking the wrong target. Spyro then set his horns on fire and charged at the mech. "Comet Dash!" he cried. The impact of the robot against the rock wall behind it was enough to defeat it, its eyes going dull. Everyone looked relieved, but Domino looked panicked.

"Shit! Guys, don't freakin kill him! He's still on our side!" he ran over to check on the robot. Bman sweatdropped and Spyro looked angry.

"Hey! I just saved your asses, so a thank you would be nice! I've cooked things bigger then you, ya know." Domino gave him a look, and Bman told him to relax. Soon, R.O.T.O.M.'s eyes were glowing again, but this time they were red. Bman panicked. "Shit, its awake! Spyro, Ben! Let's get 'em!"

"Right!" they said, but Gwen interjected.

"Wait a second, look." The group paused to see Domino hugging the robot. Bman face palmed. Domino turned to the group.

"Everyone, this is R.O.T.O.M.." The robot looked at them with what seemed like a more mellow expression then before.

"Hey, what's up?" Everyone face palmed. The killer robo that just tried to blast them was acting…casual! As Bman processed this, Gwen and Ben came up closer.

"So, what happened to you? Domino said that you aren't normally hostile…to friends anyway."

"Yeah, I'm sorry about that. When the Master-I mean Bman-made the castle, I was sent out of his mind and implemented as a security module. I must have got infected by some of kind of foreign virus before I got sent out. Thankfully, my circuits are all clean now thanks to you." Bman smiled and shook his claw. "It's nice to finally meet you, Bman."

"Same here R.O.T.O.M.." A surprised shout erupted from Spyro over by the rubble where ROTOM crashed. When the group checked it out, they found a cave full of shiny gemstones! Bman and the group were astounded.

"Holy shit! Do you know what this means?" the group brainstormed.

"Unlimited smoothie refills?

"Money for charity?"

"Gemstone dog collars?"

"Raw fuel?"

"No, that-" Spyro cut of Bman.

"I can eat like a king!" The group turned to the dragon, who was chewing on some red gems with a look of glee. They looked at him with confusion, except for Bman and Ben, who nodded in understanding.

"A dragon's diet consists of sheep and gems mostly." Explained Ben.

"Indeed it does." Added Bman. Gwen interjected as Bman approached the dragon. "That's fine. Just save some for those charities." R.O.T.O.M. turned towards her.

"Not to worry. This mountainside is full of hidden caves. There are probably lots more treasure in here." Domino looked deeper down the cave and saw a strange white flower. It looked like it had a spotlight shining on it, but that was just because of a crack in the ceiling. Bman approached Spyro.

"Hey Spyro. I wanna say thanks for helping us out, but what did you mean when you said that I freed you?"

"Well, I was in Skylands before an evil Portal Master named Kaos appeared with the intention of taking control. And although me and the other Skylanders fought bravely, he unfortunately defeated us when he banished us all to another dimension. This dimension was devoid of magic, trapping us as mere toys. Usually, we could reenter Skyland through a Portal, but when you held my toy up, I could feel magic radiate off of you. It was not enough to reactivate the Portal of Power, but enough that I was free. It was then that I ran into metal head over there and got shot at. I just had to be sure that I could trust you and this isn't a trap or anything." R.O.T.O.M. looked irked at the jab at him, but said nothing. Bman smiled at his new friend.

"Happy to help Spyro. I'll even help you get back home too. I don't know when…or how…or why-" Domino cut him off.

"You already know why…"

"RIGHT! So…yeah. You know what I mean?" Spyro smiled and laughed.

"Sure man. Sure." Bman patted Spyro on the head, and sparked a Vision Surge. He saw himself, only set on fire. He looked freaked out when it ended and turned to Dom, who was anticipating the reaction.

"Chill out Bman. The move is called Burning Hero. It let's you set yourself on fire for a flaming tackle attack. It also makes you more resistant to being set on fire by enemies, so that's good." Bman looked relieved, and R.O.T.O.M. spoke up next.

"Now touch that flower." Domino was confused. "…why?"

"Trust me." Bman shrugged it off and did as he was told, making another Vision Surge. He saw leaves and a warm healing light. He actually felt better when he was exposed to it. More relaxed even. When it ended, he raised a hand at Ben.

"Miracle Cure!" Ben suddenly was basked in green light as he felt his wounds from before heal. It soon spread to everyone, except R.O.T.O.M., with the same effect. Bman was stunned.

"Wow…" R.O.T.O.M. nodded.

"Yep. That's your Miracle Cure. Obviously a heal move."

"Awesome!" said Bman. Domino looked amazed that R.O.T.O.M. was right.

"H-how did you do that?"

"I have a scanner for catalysts, so I decided to help him out in thanks for saving me. Speaking of helping…follow me." He led the team out of the cave, into the castle, and down a staircase to reach the dungeon/basement. Along the wall were some medical tables and equipment, and a crappy looking portal and terminal. Everything looked dusty and yet there was a still lot of room. Bman looked confused.

"I don't remember wanting this. Whatever this…is." He turned to R.O.T.O.M.. "What is this?"

"This is your personal portal. It's different from Spyro's portal upstairs, but it allows you to access other worlds. So you don't have to use B-Mayhem all the time."

"Well, I like the thought, but I'm just gonna use B-"

"NO!" R.O.T.O.M. screamed.

Everyone was confused, including Domino, but R.O.T.O.M. caught himself.

"I mean-I can operate the portal. I have an old code in here that can connect to another world." A compartment on R.O.T.O.M.'s head opened, revealing a cable that plugged into the console.

"All we have to do is just chill until it connects." Everyone did just that. A few minutes passed until Gwen spoke up.

"Is it bad that traveling between worlds sound like Wi-Fi connection?" The group turned to Domino for an answer, currently on top of Bman's head. He looked panicked.

"H-hey! Don't ask me! I don't run on Wi-Fi." The group then turned to R.O.T.O.M..

"…what?" They said nothing. Bman spoke up next.

"We need a team name." Spyro turned.

" We do?" Ben agreed.

"Yeah! Something cool like…" they paused to think.

"Team Bman?" Bman suggested. Domino face palmed, making Bman try again.

"OK, how about…Bman's the leader?" Silence.

"…Bman is NOT the leader?" Face palms all around. Domino interjected.

"How about something with, oh I don't know, YOUR NAME NOT IN IT!"

"Damn, FINE! Uh…"Bman was stumped. Before he could come up with another idea, R.O.T.O.M. beeped and the portal whirled to life. Within the swirling blue vortex, a pink blur whirled by the opening, but everyone shrugged it off as a glitch. Bman turned to his friends.

"Everyone ready? Dom?"

"Always!"

"Ben?"

"Time to go big!"

"Gwen?"

"Sorry, but I'm gonna stay here and check out the castle. Maybe you have some spell books somewhere…"

"OK then. R.O.T.O.M.?"

"Count me out. My job is to stay here and protect the castle at all times."

"Fine. Spyro?"

"All fired up!" Bman nodded and leapt through the portal with the alien hero and purple dragon on his tail. As the portal closed, Gwen approached R.O.T.O.M..

"Alright spill it. Why were you so worried about B-Mayhem being used between worlds?" R.O.T.O.M. sighed and shook his head.

"Now's not the best time. I have systems to check and repairs to make." He…jetted away from Gwen. "However…" he turned to her seriously.

"All I'll say is that if he does it too often…we need to find somewhere else to live…" As he left, Gwen heard him muttering the end of the sentence, which worried her a great deal.

"…and a new Bman."


	5. You Call This A Utopia?

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: unknown  
Normal POV

As Bman, Domino, Ben, and Spyro exited the portal, they found themselves in what appeared to be a futuristic utopia! Lots of buildings with flashing lights and blue sleek robots surrounded the team. They were all amazed.

"Wow! Look at this place. Swaaaannky!" complimented Bman. Ben nodded in agreement while Spyro was still in shock. Domino spoke up.

"Just remember guys. We need to beat whatever evil exists in this world before its too late, so don't get too taken away." Bman walked forward and took the scenery in.

"Dom, chill out. The purpose of a utopia is that there is NO evil. Maybe R.O.T.O.M.'s got some screws loose or something. I mean what could possibly go wrong?" Just as he said that, Ben and Spyro stepped out of Bman's path with worried expressions on their faces. Confused, Bman turned, only to get smacked into by a tall blonde in a ballet outfit screaming. Bman and Dom fell in a heap on the metal floor, with the other two sweat dropping at them.

"Nice call, Bman." Said the dragon as Ben sighed. As Bman opened his eyes, he looked into the girl's blue eyes. He immediately felt his face get hot.

"Uhh…" the girl looked at him.

"Oops, I'm sorry! I didn't know anyone else was here. Ooh!" She scooped up Domino and began to hug him. "Well aren't you the cutest little thing! I could just eat you up!"

"Please don't!" She gasped.

"Ooh! You talk too? That's even cuter!" Domino struggled to get out of her death-grip hug, while Bman stared on with his blush. He murmured out a 'hi' before the girl let Dom breath and looked at the hero.

"Are you OK?"

"I-I'm f-fine, thanks. I'm Bman." He stammered. "What's your name?" Ben and Spyro noticed the hero's change in attitude and glanced at each other. The girl smiled and petted Domino before placing him on Bman's hair.

"My name is Dee Dee." Bman smiled goofily with Domino smacking his head to snap him out of it. Dee Dee giggled at the antics until Ben approached her next.

"My name is Ben, and this is Spyro." Said dragon gave a 'sup' head nod at mention of his name. "Was there something wrong that you were running?" Dee Dee thought about it for a moment.

"Hm…I forget." Everyone other then Bman face palmed. Spyro looked behind her. "Is THAT it?" Behind here were a bunch of blue sleek robots with metal pincers closing in fast. Dee Dee shrieked.

"Yeah! Those mean robots are trying to take me away!" She turned to the heroes. "Can you help me? Please?" Bman's face became so blushed that he couldn't take how alluring she looked! So sexy! His eyes became pink hearts, and steam puffed out of his nose like a train. A smiley grin appeared on his features as he shot up abruptly, knocking Domino off his head.

"BURNING HERO!" he erupted in flames as he charged off at the mechanized mob. The robots saw the flaming teen and immediately panicked. Bman charged through them like bowling pins as the others sweat dropped. Dee Dee however looked at him in awe.

"Wow! That's amazing! How'd he do that?"

"He's stronger then he looks." Said Ben. Domino looked slightly worried, but also was smiling a bit.

"I've never seen him get like this before. But I can guess why." He laughed awkwardly. Spyro looked up and saw some UFOs closing in on them above. "We're not done yet guys!" Spyro spread his wings and took off to the skies. "I'll deal with them! Keep Dee Dee safe!" As he led the spacecrafts away with his fireballs, Ben changed into an alien with a floating metal head and a yellow and black body. It's voice sounded robotic.

"Lodestar!" he turned to Dee Dee and Domino. "Let's go. I fear we may 'attract' more attention." Dee Dee giggled and followed. Domino ran alongside them and sighed. "He's almost as bad as Bman…speaking of which, where did he go?"

Bman was actually done with the ground robots and currently heard alarms blaring, as did everyone else. The voice sounded feminine and calm. "INTRUDERS DETECTED. DEE DEE IS NOW PRIORITY TWO. UPLOADING PRIORITY ONE TARGETS. FOUR TARGETS DETECTED. ONE LABRADOR RETRIEVIER. TWO CREATURES OF UNKNOWN ORIGIN. ONE FLAMING HUMAN TEENAGER. DEXBOTS ARE TO SECURE AND CAP-." Bman destroyed a nearby speaker with his warhammer and took a deep breath.

"OK. Where's everyone else?" he took out his cell phone and dialed up Ben's number. When it stopped ringing, Ben as Lodestar answered.

"Uh…hello?"

"Hey Ben. Its Bman."

"Any specific reason why you're calling me now? I'm a little busy right now!" sounds of explosions and yelling were heard in the background."

"I just can't find you guys, so where'd ya go?"

"Spyro flew off with some UFOs and I'm alien here with Domino and Dee Dee. Where are you?"

" I'm by some giant TV screen. You should see it, its huge! And its showing a movie starring us!" suddenly the Domino on the screen looked at the Bman.

"HEY GENIUS! IT'S A SECURITY CAMERA! SHUT IT OFF BEFORE WE GET SCREWED!" Bman winced.

"Shit man! I'm just kidding! Damn…" Bman hung up and twirled the warhammer around, but before he could, Dee Dee's voice rang out from the screen.

"Everyone! We need to get out now! Come find me!" Bman faltered and instead of destroying the console, he just ejected the tape and stuffed it in his pocket.

"Maybe R.O.T.O.M. can burn this to a DVD…" he then ran off to find the others, with Dee Dee's help via cell phone. With everyone gathered, she spoke up.

"Quick! Let's get out of here."

"Good call. This place looks like shit now anyway." Indeed it did. Robot parts, fires, and broken machines filled the halls and towers. Domino glared at Bman.

"What were you saying about utopias?" Bman sweatdropped.

"Never mind…" the wall in front of them raised up, leading them into…a bedroom! The wall behind them closed, revealing a bookcase in its place. The room was relatively clean and definitely belonged to a boy. The team was confused.

"Wait…how did we end up in a house?" asked Ben. Bman was confused, but Domino was thinking.

"You don't think…that we were just in a secret-"

"Laboratory? Yep!" answered Dee Dee. Spyro couldn't believe it, and Bman's confusion turned to amazement.

"Wow! That's some hardcore shit right there!" he turned to Dee Dee, looking flustered, but still retaining the ability to speak words.

"So…whose is it?" Dee Dee was going to answer before a scream interrupted her. It sounded angry with a German accent.

"DEE DEE!" She looked embarrassed when the door slammed open, revealing a teenage boy. "STAY OUT OF MY-" he paused when he saw Bman and the others, who looked confused. He stuttered and finished his sentence. "M-my room. Yes, my room. You should ask me before you barge in like that, sister."

"Sister?" questioned Bman. He got a good look at the boy as he glared at Dee Dee. He wore a white lab coat, purple gloves, black shoes, black pants, and glasses with blue-lenses on them. He had orange hair and was shorter then Bman and Ben, who were the same height. The boy looked at Spyro next and was shocked.

"Is that a…dragon!" Bman nodded and the boy came in close with a magnifying glass to inspect the purple dragon. Spyro looked unnerved at the closeness.

"Such a specimen!" he turned to Bman. "Did you make him?"

"Kind of…it was an accident, really. I was just focused on something else and-bam-I got a dragon." The boy looked amazed at his story. Ben decided to introduce everyone.

"My name is Ben. You've met Spyro already, he's Bman, and that's Domino." Upon mentioning the puppy, the boy looked at him with interest. "Did you splice his genes to give him that coat? Didn't like the old one?" Domino looked offended. "I'll have you know my fur is awesome the way it is, and was like this from Day 1. Did someone splice you?" the boy looked annoyed at Domino's talking and turned to Ben.

"You shouldn't have made him talk. I did that once; annoyed me to no end."

"He's not my dog. He's Bman's." Bman nodded as Domino huffed. Dee Dee then took Dom into her arms and hugged him, cheering him up. The boy stuck out his hand at Bman.

"I am Dexter: Boy Genius. Do you like science?" Bman thought about it.

"It's alright. I like experimenting with things like chemicals. Mostly cuz they explode." He chuckled, as did Dexter. His eyes shifted before he closed the door behind him and then turned to the bookshelf.

"I'm am about to show all of you something of monumental importance and secrecy to me. Understand?" the group nodded.

"OK," he pulled a book on the shelf like a lever, causing the bookshelf to rise slowly. Bman's group and Dee Dee looked worried. Dexter looked at them with pride as the wall opened all the way.

"Welcome! To my secret laboratory!" Silence. Dexter was confused until he turned around and saw the hell at which the lab was in. He completely lost it. "WHAT HAPPENED TO MY BELOVED LABORATORY!" he turned to Dee Dee with pure anger in his stare. He pointed accusingly. "YOU!" she 'eeped' and let Domino go, who climbed onto Bman's head. Dexter kept jabbing his finger at her accusingly and got closer to her, yelling.

"OF COURSE IT WAS YOU! IT'S ALWAYS YOU! ALL THESE YEARS OF YOU DESTROYING EVERYTHING THAT I'VE EVER MADE OR CARED ABOUT! I HATE YOU DEE DEE! I WANT YOU TO JUST GO AWAY AND NEVER COME BACK! I'M TIRED OF CLEANING UP FOR HOURS, EVERY PIECE OF MY BROKEN INVENTIONS, OR EVERY SPEC OF A FAILED EXPERIMENT SPATTERED OVER THE FLOOR! ALL I WANT IS TO BE ALONE WITH MY THOUGHTS IN PEACE AND QUIET! IS THAT SO MUCH TO ASK FOR YOU STUPID, STUPID GIRL! GO DANCE SOMEWHERE ELSE IN MY LIFE! AND, FOR THE LAST TIME, STAY OUT OF MY MOTHER FUCKIN LABORATORY!"

Dexter huffed and puffed as he regained his breath and composure. Everyone looked shocked at his outburst. Who knows what those two went through, but as much as they wanted to, they couldn't interfere too much. It just wasn't their place. They didn't know who to feel sorry for more: the destroyed Dee Dee on the floor, crying her eyes out and mumbling apologies, or Dexter with all his pent up feelings of hurt and unhappiness. Dee Dee finally scraped herself off of the floor and ran out to her room.

Dexter punched the wall in anger, letting a tear or two fall down his face. Bman lowered Domino off of his head and motioned him to console Dee Dee. He moved wordlessly and swiftly. Ben placed a hand on Dexter's shoulder in support. Bman hesitated to leave the genius, but followed his dog to make the girl feel better instead. Spyro just laid down on Dexter's rug, letting the situation sink in.

Ben's POV

I saw Bman and Domino go off to console Dee Dee, leaving me and Spyro to help Dexter. I didn't know what to say really. I wanted to make him feel better, yes, but I had no experience to use to relate to what he was feeling. I used to fight with Gwen, but it never got this bad. All I have is my hand on his shoulder. I then decide to speak up.

"Hey don't worry. Everything's gonna be alright." Worst line ever. Man, this isn't gonna be easy at all. Thankfully, Dexter looked up at me, with what looked like hope in his eyes. Faint, but there.

"Y-you really think so?" I smiled assuringly at him. "Of course. I mean…I may not know exactly what happened between you and your sister, but what I do know is that things always get better with time. And with friends." I saw Dexter's face slowly brighten up as he wiped away the tears. "Ben…thank you. I really needed that."

"Reassurance?" The genius shook his head.

"A friend." I was surprised at that. Did he not have that many friends? It honestly made me feel better to play such an important part in his life without even knowing it. But then again, that's what heroes do. I heard Spyro walk up next to us. He looked at Dexter.

"Don't worry about it, alright? We'll be happy to help out in fixing this place up. And I know for a fact that Bman would do everything in his power to fix your lab right up. Domino too."

Normal POV

Spyro nodded in assurance as the trio entered the ruined lab. Dexter examined the damages and spoke to Ben. "Well, the first thing to do is put out all the fires." Ben nodded and started to find the right alien.

"I got this." When he slammed his hand down on the device and the light faded, he became a red armored humanoid that reminded Dexter of a crab. "Water Hazard!" he cried. He then fired streams of water from his palms, dowsing the flames. Dexter nodded in approval.

"Excellent. That device of yours truly amaze me."

"Yeah, me too." The Boy Genius then turned to the dragon.

"Spyro, I'll need you to gather up all of the metal plates on the ground and put it in a pile for scrap." The dragon nodded.

"Tornado Wind!" And with a mighty flap of his wings, Spyro summoned up a tornado to fly around and pull in the scrap, leaving the genius amazed, and the alien surprised.

"Since when could you do that?"

"You know, this is the first time I tried it. Didn't think it work but hey…that's cool." So the three went around the ruined lab trying to bring it back to its former glory. Not long after, Domino and Bman returned from Dee Dee's room after calming her down. Bman whistled in admiration at their progress. "Lookin good guys. How can we help?" Dexter approached him.

"Well, there's a lot to be done, so you and Domino could go over there and take note on how many of my creations are still in one piece. The less I have to repair, the better…" Dexter sighed while Bman put a hand on his shoulder and looked at him hard.

"Dex, I promise you that I will get your laboratory 100% rebuilt, no matter how long it takes me. Especially because I caused most of the damage…" This caused Domino to flinch in fear of the secret being out to the genius.

"B-Bman?"

"No Dom. He needs to know. I know that I would be devastated if something close to my heart was destroyed with me unable to act. I really am sorry for the mess I've made, but you are my friend. I wanted you to know the truth and friends are honest with each other. I hope you can forgive me…" Bman hung his head in shame as Domino tried to hide himself in the hero's hair. He didn't want the boy genius to explode like he did before. But, surprisingly, he looked like he was deep in thought about something, staring intently at Bman. Domino took the opportunity to whisper to the hero.

"Let's go already." Bman flashed a weak smile at Dexter and went over to the area where Dexter wanted him. When they were far enough away, Dom jumped down on the floor.

"Did you mean all that stuff you told him? I mean, we just met the guy. And he seems a bit strange…" Bman looked around at the inventions around him as he and Domino walked. There were mostly large robotic suits and futuristic weapons, like tanks and jets.

"Of course I meant that stuff. I think he's nice. Besides, we're all a little weird ourselves, am I right?" Silence.

"Yeah, I guess so…I'm just surprised is all."

"What do you mean?"

"I mean, before this whole adventure started, you weren't very active in seeking new friends. And now you've made 5, not including me and R.O.T.O.M., all on your own." Bman smiled at Domino's statement as he approached a table within the hallway. It had a light bulb attached to a metal plate with a single nut in place. A wrench was nearby. Domino wandered over a small distance over to inspect a large drilling machine. Bman spoke up.

"Well, now that I'm taking a big risk on this adventure, I realized that I'm going to have to talk to people to help them. A hero needs to be confident and outgoing to those he's helping. I never asked them to fight with me, but it makes me happier that Ben, Gwen, and Spyro are there when I need them. And I hope that Dee Dee and Dexter will be there too because together, there's nothing we can't do." Bman used the wrench to tighten the nut on the device, causing the bulb to light up. Domino looked at Bman's smiling face with a smile of his own.

"Well, a little corny, but I can see your growing up faster then I imagined." Domino casually leaned against the drill machine, but it caused the machine to creak. It was damaged more then they thought and the drill broke off and was going to fall on Domino! Said dog was too shocked to move, but Bman dashed out to save him.

"Domino!" he cried. As he pushed Dom out of the way, he got another Vision Surge of a large drill piercing the very earth, and even molten rock to get to the center of the earth. When the vision passed, Bman found Domino safe…but himself trapped under the giant drill bit! Bman started freaking out.

"Shit! What the fuck? Dom! Get me out of here! This is freakin heavy!" Domino sweatdropped.

"Thanks for savin me, but it's too heavy. Maybe Ben could get it." As Bman continued to complain about the weight, Dexter heard the commotion and wandered over.

"Need a hand?" he smiled at the hero's predicament. Bman was not amused.

"You're the genius! Go build something to get this shit offa me!" Dexter smirked and moved his gloved hands close together. Suddenly, reddish energy formed between them and when he raised his hand above his head, a large glowing red sphere hovered above their heads. Dexter stepped away as the sphere attracted the drill bit, and some loose scrap, letting Bman get to his feet, amazed.

"How did you do that?"

"Oh, its just an upgrade I made to my gloves, allowing me to manipulate a magnetic sphere of charges to attract metal objects. Nothing special."

"Bullshit dude! That…was…genius!" Dexter smiled at the compliment and noticed the machines around him.

"It's a good thing that my better inventions are still in one piece. Now, for the next job…"

"Actually, Dexter, I gotta ask you something." Dexter and Domino looked curious.

"Well, what is it?"

"You're good with technology right?" Domino face palmed. Dexter deadpanned.

"No, not at all…" Bman caught onto his sarcasm.

"Oh yeah…well, I was wondering if you could take a look at this old Portal I've got at home. I used it to come here, but it looks like it might break down. I was hoping if you'd come and give it a…check-up or something? If you could, I mean." Dex looked thoughtful as he considered the offer.

"Well, it would be nice to get out of the lab. And get away from Dee-Dee…" he turned to the Bman and nodded.

"You got it, Bman. And I've got just the thing that would boost up your portal's power output too! Trust me. I'd be better if you had it instead of me." Dexter noticed a shard of metal sticking out of Bman's watch. "I'll fix that up to if you want." Bman looked at his wrist and freaked out. "Oh man! I loved this watch." Domino looked alarmed at something else, more specifically, the leg of Bman's jeans.

"I hope you loved your leg more then your cell cuz it just broke." Bman squeaked in horror as he reached into his pocket, only to find bloody pieces of plastic and glass. Dexter gasped.

"Oh sweet Einstein! We need to get you to my med-bay! Immediately!" Bman slowly shook his head and pointed his hand at the wound. "Miracle Cure!" In a warm green light, the wound was healed, causing the bleeding to stop. Dexter was surprised.

"How did you do that?" Bman smirked.

"Oh, I just used healing magic to close up the wound and stop bleeding and infection. Nothing special."

"I see. But I'll be sure to fix both as soon as I can in return for helping me fix my lab." Bman and Dexter shook hands as Domino climbed on Bman's head once more, smiling.

"Done and done."

"Hey Dex! We got a problem!" Ben's worried voice interrupted the peace over in the distance, causing the two to run over with concern. They found Ben and Spyro in front of Dexter's large computer monitor, showing the image of a lanky teen laughing. The boy wore glasses and had a bowl haircut. He wore what looked like a schoolboy uniform and had a red and black evil-looking cape flowing behind him. His voice was very nasally.

"HA-HAHA! HA-HAHAHA!" Dexter looked at the guy with a look of hatred. He banged the keyboard in frustration.

"Mandark! What do you want?" Bman and Ben exchanged glances.

"What the hell is a Mandark?"

"Maybe he's was neglected…"

"Maybe his real name sucks?"

"Probably." The one on screen looked angry. "Hey! Stop talking about me like that! I have a reason to call!"

"Well, what the hell is it, Mandark? I've got no time for your stupid plots!" cried Dexter. Mandark smirked evilly.

"What I wanted to say is that I've taken what is most precious to you and will exchange them for the Bman!" He laughed.

Bman looked disgusted.


	6. The Great Battle of Science!

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: unknown  
Normal POV

"Dude, I don't want anything to do with you. Why the hell does every whack-job with a dark past want to try and kill me anyway?" Bman ranted, annoyed.

"What are you talking about Mandark?" Dex questioned. Mandark turned the camera he was broadcasting with and showed…

"DEE DEE?" shouted the heroes in shock. She was strapped to the wall behind her, with her mouth gagged, but other then that, she was unharmed. Mandark came closer to her with hearts in his eyes.

"While I have the lovely Dee Dee all to myself, it's just a bonus for the real prize," Mandark reached over to Dee Dee's neck and revealed a glowing green orb on a makeshift necklace from under her collar. Mandark smiled as he raised it to the camera, and Dexter's face paled.

"T-that's my Neutromic Protocore! B-but how? I hid that in the most secure safe in my lab!" Mandark shrugged. "I used my radar and found it in Dee Dee's room." Bman looked regretful for leaving Dee Dee alone like he did, but Dexter put his hand on his shoulder and shook his head. "It's not your fault." He assured. Mandark spoke up.

"I plan on using the Protocore to power my own laboratory and drive your lab back to the Stone Age!" he laughed again, but was cut off when Dexter ended the transmission. He turned to the group.

"Let's go. With that kind of power, there's no telling what Mandark would do." Bman looked solemn.

"Let me go alone. It's me he wants, so let me go and he'll let Dee Dee go." Spyro interjected.

"What make you think the freak will actually do that? There's no trusting him."

"How about we just raid his stronghold?" suggested Ben. "I'm not sure how long it'll take, or how far we'll go, but we need to travel those great lengths to-"

"He's right next door." Interrupted Dexter.

Awkward Silence. Bman spoke up. "Come again?"

"Mandark's laboratory is right across the street. That's where his lab is, and that's where we'll find Dee Dee and the Neutromic Protocore."

More silence.

Face palms all around.

"That's…kinda stupid." Commented Domino. Bman and Ben nodded in agreement. Spyro looked at Dexter confused.

"Are you sure he's a genius?" Dexter nodded.

"He may be…eccentric, but Mandark is dangerous nonetheless." Bman nodded and cracked his knuckles. "Well guys, let's go make a sissy boy cry." The others cheered in excitement and ran out of the lab. As the left Dexter's room and went downstairs, Dexter stopped suddenly at the top, almost causing them to fall over. He pushed Spyro out of view. "Go out the window." He told the dragon. Confused, he went away anyway after seeing the serious look on Dexter's face. He composed himself and casually went downstairs with Bman, Domino, and Ben. He called out.

"Mom! Dad! I'm going across the street to a…friend's house! OK?" a tall woman walked over to the group. She had red hair, yellow gloves, green pants, light green shirt and an apron. She looked as if she were walking on her tiptoes.

"That's fine honey. Just say good-bye to me and your father before we leave on our honeymoon." She sighed dreamily. "I could already imagine the sunny Hawaiian beaches…" she then noticed Ben and Bman, and got very happy.

"Dexter! You never told me you had friends over! Its so great to meet you!" She suddenly went over to the two and hugged. They awkwardly hugged back. Dexter face palmed, while Domino chuckled.

"Hi ma'am. I'm Ben."

"And I'm Bman." The heroes breathed out. She finally let go, looking flustered.

"I'm sorry about that boys, but it's been so long since Dexter got out of his room and made new friends." She eyed Dexter and tugged on his cheek.

"Now be a good boy with Dee Dee while we're gone OK honey?" Dexter blushed in embarrassment as chuckling could be heard from the trio with him.

"Alright mother! I'll be fine. You just go have fun with father." Suddenly a crash was heard followed by some swearing. Dexter's mom sighed.

"Excuse me boys. My husband is having some trouble finding his scuba gear." She turned to the door, but suddenly went to the ringing telephone instead, talking to whoever was on the other line. Bman's eyes went wide staring at her. Dexter motioned the others to follow him outside. Ben followed, but Bman didn't move. Domino was confused.

"Bman?" No response.

"You still there?" No response still. He looked in the direction of Bman's gaze and immediately face palmed.

"Don't tell me…"

"Dat ass…" said the mesmerized hero. He had been staring at Dexter's mom's rather plump rump and spaced out. Domino growled in annoyance and smacked him on the head, bringing the Bman back down to earth.

"Focus idiot! We got a job to do!"

"Right! Sorry! My bad!" he left the house and went across the street to a normal looking house. Except for the massive pointy red and black building behind it. Bman stared in awe.

"Holy shit…"

"Yep, that's Mandark's lab alright." Said Dexter. He, Ben, and Spyro were outside in the backyard, brainstorming a way in.

"All we need is a way in…" the group thought about it until a security camera came out of the wall and saw them. Mandark's voice came from a speaker.

"Well, well, well. Dexter and Bman showed up after all. Come on in." A pair of doors suddenly appeared and opened, leaving the group skeptical. After a shrug, Bman and Domino went inside, followed by the rest. The doors suddenly closed behind them, keeping them in the dark.

"It's a trap!" cried Bman as if he was from Star Wars. Domino smacked his head in a face palm, while Ben did Darth Vader's long 'No!' line. They both laughed.

"Mandark! Show yourself!" demanded Dexter. The lights suddenly flashed on, revealing the group inside of a cage! Mandark was on a throne on top of a staircase, laughing his trademark laugh. Dee Dee was also close by, on a platform in front of a large monitor screen. The room was surprisingly spacious. Spyro cursed at their luck as Mandark slow clapped as he walked down the stairs.

"Bravo Dexter. You've out-dumb-ed yourself this time." Dexter's face got angry, and Ben spoke up.

"We're here Mandork! Now let Dee Dee go!" Mandark shook his head.

"You actually thought that I would release this goddess of a creature for you inferior beings? HA-HAHA! HA-HAHAHA!" Spyro looked at Ben with a glare.

"See! I told you this would happen! No one listens to the dragon…" Bman stepped forward.

"What makes you think a stupid cage could hold us? I eat cages like this for breakfast! WITH MUFFINS!" he grabbed the bars in an attempt of freedom, but received a heavy electric shock, shocking the others and Dee Dee. Bman had a Vision Surge of being inside a furious storm cloud, with lightning flashing all around him. When he was flown back, he and Domino were smoking because with Domino on Bman's head, he receiving the shock too. Mandark cracked up again.

"It's futile to resist the Monarch of Darkness!" He snapped his fingers, showing a movie on the screen behind Dee Dee. "When I activate the Neutromic Protocore within my lab, it will send my influence all over Genius Grove, letting me become their hi-tech ruler and the smartest man alive!"

"But Dexter's right here!" interjected Bman.

"Not for long!" said Mandark as he pulled out a remote control for the Protocore. "Say good-bye, Dorkster." But before he could push the button however, the remote exploded, as a fireball shot it. Mandark looked with rage at Spyro, the dragon's glare meeting his own.

"Don't dare the dragon…" he warned. Bman cheered.

"Way to go, Spyro! Sucks for you Mandork!" Mandark growled, but regained composure, looking back at the screen.

"On the contrary, I can always deploy the Protocore manually. What do you think about that?" he turned to the cage, only to find Dexter missing! He suddenly heard a gasp behind him.

"Dexter! Thank you! And I'm really sorry about your lab and I-" the voice was Dee Dee's, but got interrupted by a calm voice.

"No Dee Dee, I'm sorry. I've should have never yelled at you like I did. I don't want to lose my sister. I've only got the one." Dee Dee sighed happily as she and Dexter embraced each other. Mandark turned confused and furious.

"D-Dexter? How?" Dex smirked.

"I'm smarter then you will ever be Mandork!" Mandark screamed in frustration and pointed at Dexter.

"Robots! Destroy Dexter!" Out of nowhere, several angry red robots appeared and charged at the genius and his sister. Dexter took out a blue ray gun and shot a few of them down.

"Let's move, Dee Dee!" he called to his sister. Mandark quickly ran away to the Protocore so he could activate it. Ben dialed through his watch. "I don't think so!" In a flash, he became a large mass of green slime with a small UFO above its head. Its voice was high-pitched and bubbly.

"Goop!" he said. Goop raised an arm and sprayed slime all over the bars, eating through them like acid. It created a hole for the others to escape!

"Alright Ben! Let's get Mandark!" cheered Bman as he the others exited the cage. Guided by the UFO, the slime quickly flew off after Mandark, with Spyro not far behind him. Bman tried to keep up on the ground.

"Hey! Wait up for me!" He soon gave up as robots surrounded him. He took a deep breath. "Raging Flame!" He didn't defeat any robots, and more were coming up fast. Bman ran from bot to bot smashing them with a Bman Punch. Soon, he managed to break away from the bot group, but they still chased.

"Domino! They're still following me!" he cried in fear. He didn't want to get overwhelmed before he stopped Mandark. And where did Dee Dee and Dexter go? Domino responded as he held onto Bman's hair.

"Why don't you use a new move?"

"Because I don't know what they do!"

"Well, try something! Just because you don't know the details, doesn't stop you from fighting! I'll give details when I can, but don't freaking wait on me ALL the time! ESPECIALLY LIKE THIS!"

"ALRIGHTY THEN!" Bman quickly turned and pointed his hands out at the robots, and surprisingly, shot out an electric current that affected all of them, due to them being so close. The robots fell down with a thud, with Bman staring agape at his smoking hands.

"That was your Lightning Surge attack! Fire an electric charge to strike a group of enemies down. It also is great for messing with machines. Lucky." Domino smirked and Bman grinned widely.

"Awesome! Now, for Mandark." As soon as he said that, several slabs of the floor rose up like walls, blocking their path. Bman stood in silence.

" …fuck that." Domino spoke up.

"Well, this is the perfect time to use your new Power Drill attack from back at Dexter's Lab. It'll let you drill through most materials as if it they butter! It's gonna bring Mandark's defenses down a notch! All you have to do is-" Bman smirked mischievously and screamed, cutting him off.

"Power Drill!" he raised a hand up in the air. The sleeve formed over the hand and morphed into a large metal drill bit! It started to spin very fast as Bman thrust it in front of him and sped through the steel walls, spinning like a top of destruction. Domino was hanging on for dear life, screaming in fear. When Bman penetrated the last wall, the drill shrank back into being his sleeve and his hand came back out. Bman had a crazy grin on his face as he did a few air punches.

"DUDE! That was wild! Let's do that again! What do ya say, Dom?...Dom?" Domino was in fact hyperventilating over the surprise rush of speed and all the spinning they did. Concerned, Bman held Dom in his hands.

"…are you OK?" Domino looked at him angrily as his paws held onto Bman's face.

"Never…again…" he made a puking face and quickly raced off to find a trashcan or something. Bman turned and left him behind.

"I'll…just let him chill for a bit." Bman thought aloud. He didn't want Domino to get worse. Just as he wanted his hair vomit-free. Soon, he caught up to Goop and Spyro, and surprisingly Dee Dee and Dexter, surrounded by broken robots. In front of them was that big machine that Mandark talked about, complete with the Protocore.

"Look who showed up." Teased Spyro.

"Oh, I'm sorry I can't freakin fly like you two." Retorted Bman. Dee Dee got between the two.

"Stop fighting right now." Dexter went up to the machine and grabbed the Protocore. He smiled.

"Success!" Suddenly, two guns popped out from the terminals in front of it, firing energy nets. Bman quickly pushed Dee Dee out of the way, but a surprised Spyro got caught.

"Get me out of here!" he cried.

A smaller turret gun popped up as well, firing at Goop. It did no damage to Goop because of his body type, but one shot managed to blast the UFO down the long hallway. Goop's body became slack as he became a puddle on the ground.

"Ben!" cried Bman as he left Dee Dee to check on his friend. Goop spoke up.

"I'm fine Bman. I just can't move my body without the antigravity UFO. Go help Dexter." Bman nodded and turned to a shocked genius.

"T-The Neutromic Protocore is a-"

"Fake? Of course you ninny!" Mandark interrupted and faced the group down on top of a dangerous looking tank, with a satellite instead of a turret, as he rose from the ground.

"Did you really think the machine would be so easy to find? I'm disappointed Dexter." He mocked. Dexter pointed his ray gun at him, but it was shot out of his hand by the energy turret. The turret then aimed at Dee Dee. Bman was going to her, but tripped over a tangle of wires that snagged his feet, seemingly with a mind of their own.

Thinking quickly, Dexter disappeared in a flash of blue light, and reappeared in front of his sister assuming a defensive stance. When the turret fired, a light blue energy dome appeared around Dexter, negating the damage. But as more guns popped up, Dexter's energy shield slowly began to flicker and shrink.

"Lightning Surge!" Bman destroyed all the turrets and net guns from further use. "Raging Flame!" he burned through the wires and stood up. Dexter was stunned after his shield went down just after Bman's attack.

"Dexter!" Dee Dee cried. Mandark aimed the satellite at the siblings, which was charging with power from the Neutromic Protocore.

"Now, for your doom, Dorkster! HA-HAHA! HA-HAHAHA!" the lazer charged up as Dee Dee embraced her brother one last time and closed her eyes.

The lazer fired.

She wasn't dead. When she peeked at what happened, she gasped.

"B-Bman?" Bman had thrown himself in front of the blast to protect the two! He was currently in a lot of pain from the lazer, but he continued to push it back with his Burning Hero attack in order to save Dexter and Dee Dee. The ballerina looked sad at the display.

"Bman! Stop hurting yourself! Get out of the way!"

"No way! It's my job to save people who need help from others from assholes like him! And more importantly, you two are my friends! I'd rather die then see you get killed because I couldn't do anything!" Dee Dee gasped as she saw Bman's fiery aura slowly damper out. He couldn't keep up with the pain. Mandark laughed at the futile attempt.

"This is gonna be easier then I thought! Now, to up the power output." Bman screamed in pain as the lazer became stronger. He started to fall but kept himself propped up on his knees. The flames almost completely fanned out, so he used Lightning Surge to fight off the lazer instead. It seemed hopeless.

But suddenly, Bman took a step up. And then another. Dee Dee gasped as Dexter recovered. "I-Is that a smirk?" he questioned. Indeed, Bman had that crazy grin on his face again as he was fully standing. Domino wondered over to the battlefield with Goop's UFO.

"Go Bman!" he cheered. The UFO flew over to a trapped Spyro and cut through his bindings with its sharp edges. It then picked Goop's body off the ground, back to normal. Mandark's face paled.

"W-What is happening? This isn't supposed to happen!" Soon, Bman's Lightning Surge started pushing back the lazerbeam, little by little. Soon, with a mighty warcry, his attack went through the lazerbeam, destroyed the satellite, and shocked Mandark into unconsciousness. Bman huffed and puffed at the energy it took to do that. As Dexter, went to reclaim the real Protocore from the destroyed machine, Domino climbed up onto Bman, beaming at his master with admiration.

"I saw what you did back there, and let me tell you, it was incredible!"

"I'm not really sure how I did it though…I just suddenly felt a burst of energy inside of me, making me stronger."

"That's your Battery Charger ability. It lets you be immune to electric attacks and converts the damage you would take into extra power for your Lightning Surge!" Bman smiled and ruffled Dom's head.

"You little know-it-all."

"SUCCESS!" cried Dexter. "This here is the real Neutromic Protocore! So, how about we go back to my place for dinner, huh?" Spyro smiled hungrily. "So long as it's spicy, I'm good."

"Heroics are thirsty work. I could use a smoothie." Added Ben as he changed back from Goop. Dee Dee laughed happily and hugged her brother, who chuckled and hugged back. Bman smiled as Domino started to think.

"So…which way is out?"

Silence. No one was sure which was the exit. Bman however, had an idea and smirked.

"I know…" Domino got scared and jumped off of Bman's head, instead climbing onto Ben's. "That look can't be good…" he remarked. Bman formed the Power Drill in his hands. "Let's make a way out!" he spun the drill forward and drilled through a nearby wall.

Unfortunately, it was a moderate distance above the ground as Bman fell down. The others heard a 'thud', and then Bman.

"I'm OK!"

Face palms.

Ben became Big Chill and flew down with Domino, while Spyro glided to the ground. Dexter turned to his sister.

"Hang on Dee Dee." She nodded as Dexter sprouted a helicopter backpack from seemingly nowhere. With Dee Dee hanging on, he hovered down safely, the helipack receding from wherever it came from. They found Bman stuck in the ground like a nail, with his drill poking out of the ground. Everyone except a giggling Dee Dee face palmed as Bman got back up.

"So…what's for dinner?"

Everyone face palmed again as they went back across the street. With Dexter's parents having already left, the group ordered Chinese take-out.

Later that night, Bman and friends were gathered in the semi-destroyed lab. Dexter stopped typing on the computer and turned to Bman.

"Bman, I want to thank you for everything you've done for us here. Not the destroying my lab part, but…the rest. Here, I finished these after dinner." He handed Bman his repaired watch and cell phone.

"Oh wow! I forgot about these! Thanks!" He put the watch on and noticed it was sleeker then before. "I've added a few improvements, if you don't mind me doing so." Bman shook his head quickly as Dexter chuckled. "I thought not," he directed Bman's attention to the watch.

"While the watch still does everything it did before, it now also acts as a communicator. Unlike your cell phone, this spans between dimensions and doesn't need a satellite to make it work. It'll also act as an interactive heads-up display attuned to your voice." Bman smiled at the watch as he then turned to his cell phone. "What about this?"

"Your cell phone can't go between dimensions, I'm still working out the kinks in that, but it is more of an elaborate piece of technology then you think. More Apps, more durable, waterproof…the works. You'll need to reacquire your contacts though." Finished the genius. He saw Bman's mouth open, but beat him to the question. "The watch is waterproof too." Bman clapped in awe as Dexter predicted the question.

"So, are we ready to go?" asked Ben. Spyro looked rather bored and yawned. Dexter answered the teen hero.

"Almost. I'm just running through a checklist of my tools and gadgets that I'm taking with me. Plus the Neutromic Protocore." Spyro looked confused. "You're coming with us?"

"Of course! As a scientist, I must venture into the unknown to see what must be seen in the name of science!" he said dramatically.

"Besides, I'll need to fix the Portal back at Bman's place."

"How DO we get back anyway?" asked Ben. They may have used the Portal to get there, but they had no way of opening it now.

"I could just use B-Mayhem again to take us there." Suggested Bman. Domino looked worried.

"Should we? R.O.T.O.M. got upset at the idea, though I don't know why…"

"You have any better ideas, Dom?" the dog shook his head before Bman suddenly smacked his, startling the others.

"DUH! Why didn't I think of that before? B-Mayhem!" As Bman warped space and time, Dexter's laboratory became 100% repaired! All the machines had been fixed and everything had a gleam in it as well. Bman smiled at his work as Dexter was in awe.

"That was the most incredible thing I've ever seen. And my lab!" he turned to the hero. "Thank you so much!" Bman rubbed the back of his head sheepishly. "Oh it's no biggie. Just doin what's right and all that jazz." Dexter nodded to the group.

"OK, everyone! We're ready to roll." He turned to Dee Dee. "Are you sure you'll be alright here by yourself? I could make a robot maid or-" Dee Dee interrupted her brother. "I'll be fine. Besides I have Monkey with me!" Dexter suddenly went wide-eyed and shocked. He forgot about his own lab monkey! Dee Dee giggled at his response. "He's fine. I found him in my room when I came in there to cry. He's been asleep all this time." She gave Dexter one last hug before they left. "You be safe OK?"

"Of course. I'm a genius after all." After they broke apart she went over to Bman.

"Thank you for everything you did Bman. Not just for me," she glanced over at Dexter, who was talking with Ben and the others in a very lively conversation. "But also Dexter." Bman blushed and smiled.

"Dee Dee its no problem. I don't do it because it's what a hero should do, but because I want to. It was great meeting you, and if you ever want to talk or need help, just call me up. Or come visit after Dex fixes my Portal." She gave Bman a hug, but as she broke away, she gave him a quick kiss on the check, giggling as she danced away. Bman blushed and discharged some steam from his nose, but regained most of his composure. As Dexter and the others gave an affirming nod, and a final wave at Dee Dee, Bman took the team home to his castle.

"B-Mayhem!"

Location: Hero Island

Upon arriving at the castle, the group found themselves in the basement where the portal and med bay was. Bman's eyes lingered pink for a moment longer then usual, his grin becoming slightly wider as well, but was not sick or hurt in anyway when they faded from his facial features. Dexter was appalled at the equipment he saw.

"Disgusting! I'll have to work on this right away." Hearing noise, Gwen and R.O.T.O.M. descended downstairs to see the commotion.

"So, how was the trip?" asked Gwen. Spyro walked past her yawning. "Exhausting. I'm going to sleep. G'night."

R.O.T.O.M. looked skeptically at Domino. "How did you guys get back here?" the mutt looked startled at the question, but only for a moment.

"Oh, well…our new friend Dexter made a Portal to take us home."

"How did he know the coordinates?"

"He traced some of Bman's magical energy back to here. Lucky right?" R.O.T.O.M. said nothing at first but then answered.

"Yeah…lucky…" he said nothing more and jetted back upstairs. Gwen turned to the dog when the module left. "OK, so how did you guys really get here?" the puppy looked relieved with the pressure off and answered back with a smile.

"Oh, we just used B-Mayhem." Gwen froze slightly when she heard that answer, but didn't stay like that long enough for Domino to notice. She glanced at the hero in question, inspecting him for anything wrong. He was just standing there messing with his cell phone and talking to Dexter. Gwen stiffened when she felt a hand on her shoulder. She turned, finding Ben.

"C'mon, lets go get some sleep." True enough, Dexter had already left the room, and Bman flashed a smile as he walked past her. She could hear something about 'making guest rooms' upstairs.

"OK, I'll be there in a second." Ben nodded and headed up himself. Gwen stood there thinking for a moment before she too went upstairs. " "Bman's just fine," she assured herself when she was sure to be alone. "Nothing bad is going to happen to him. It's not the end of the world right?" R.O.T.O.M.'s words echoed in her head.

And suddenly she was not so sure.


	7. It's Villain City, USA!

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

It's been a few days since the team returned from Dexter's world. Gwen has been secretly been keeping tabs on Bman, and found nothing wrong with him outside of basic Bman behavior.

The books in Bman's library were very interesting. They talked about Bman's powers and personality, like an autobiography still in the process of being written. It even had side chapters about his friends, herself included. But there was one known power that remained blank on the page: B-Mayhem. She wanted to know why it was so secretive and if it had anything to do with R.O.T.O.M.'s warning. And she also needed someone to tell her suspicions to…

But whom could she talk to? R.O.T.O.M. was avoiding her on the subject, so he was out. What she needed was someone to keep an eye on him other then herself. Someone who goes out with him often to other worlds. Dexter's been to busy with the portal and technology around the castle, too absorbed in his work for distraction. But at least he politely turned her away when she approached him. Domino is just a puppy and she didn't want to scare him, despite his knowledge of Bman's other powers.

That left Ben and Spyro. They've been with Bman since he met them, but she doubted how it would turn out. She imagined they would ignore her claims as paranoia, but she felt that Ben would trust her more then Spyro. At the same time, Spyro and Bman are both magical, so he may notice things that Ben couldn't. She was suddenly thrust out of her thoughts by Dexter's voice shouting from the basement.

"PORTAL'S READY! FOUND ANOTHER WORLD!"

"AWESOME!" came Bman's voice from outside the castle doors. He burst through, almost running through Gwen in excitement.

"Hey Gwen. C'mon down!" She smiled at his joy as she followed the hero to the basement. She found Ben and Domino waiting patiently as Dexter was typing madly at the terminal. She noted that R.O.T.O.M. and Spyro were nowhere to be seen.

"Where are R.O.T.O.M. and Spyro?" Bman turned to her.

"I think Spyro's still outside. I asked if he was coming but he said that we could go ahead. I think he's homesick. I don't know where R.O.T.O.M. is." Dexter spoke up instead.

"R.O.T.O.M. is currently synching his systems with the upgrades and add-ons that I've installed into the castle's mainframe." Bman looked surprised.

"I didn't know the castle had a mainframe…"

"It does now!" smirked the genius. "Unfortunately, the updates need my attention at the moment, but feel free to kick some butt over there!" The portal finally showed the next world, revealing an aerial view of a large city. Bman nodded at Ben, who nodded back. Domino jumped from Ben's head to Bman's.

"It's hero time!" cried Bman as the three jumped into the portal. As it faded and deactivated, Gwen went back upstairs and outside to find Spyro staring out at the ocean on the pier. She took a seat next to him. "Hey Gwen." He said without turning. He sounded sad.

"How are you doing, Spyro?" the dragon sighed.

"I'm OK, I guess. Its just…" he took a breath in and looked at her. "Its just that I miss my home in Skylands and all my friends. I know Bman let me stay here until I went home, and I really am grateful for him freeing me and all, but I'm still worried about them. If there was only a way for them to be free too..." She gave the Skylander a comforting hug.

"I think I know what to do about that Spyro. Let's go to the library and I'll show you what I mean." Spyro perked up and followed her back to the castle. She suddenly stopped at the doors, thinking about something. "Oh, and Spyro?"

"Yeah?"

"There's something else I need to talk to you about, but you have to promise not to tell anyone else, especially Bman or Domino." Spyro looked confused, but judging by her serious look, it must have been important.

"S-Sure. No prob." And with that, the two entered Bman's castle to discuss important matters. Speaking of Bman…

Location: unknown

The trio of heroes appeared out of the portal at the outskirts of the town they saw. As they traveled closer into city limits, they saw the state of the area worsen. Domino grew concerned.

"Jeez, I hope everyone's OK…"

"Its probably nothing. Just a small time criminal or something maybe." Spoke Ben. Bman added in to the conversation.

"Yeah Dom. What could possibly go wrong?" As soon as this was said, they reached the city entrance and saw the horrible condition it was in. Stores shattered and looted, random fires, and overall chaos displayed across the city limits. The sign near the entrance read 'Villain City, USA. NOW SCRAM!', as the real name had been crossed out in graffiti. Bman and Ben stared in horror as Domino face palmed.

"Once again, good call." Suddenly, a group of green skinned people ran out of a store carrying TVs and other electronics. The tall one with sunglasses laughed, asserting his role as leader of the band of misfits.

"This is great boys! Now we can watch the big football game in 360 degrees!" The group behind him chuckled in agreement. Bman jumped in front of them, striking a battle pose.

"Not so fast sickly colored hobos!" Domino jumped down and Ben stood next to Bman, both of them ready to battle if need be. The leader laughed.

"Well, who do we have here? Some Powerpuff wannabees? Nice pet ya got there, loser."

"Same for you, dick." Retorted Domino in regards to his posse. One was lanky like a snake, one was a giant fat Cyclops, one was a short Mexican, and the last was some kind of deformed thing. The leader looked ticked off.

"You wanna play that game huh? All right. Snake, Big Billy, Little Arturo, Grubber; smash 'em up good like."

"OK, Ace." They responded. Ben changed into a large red muscular alien with four arms, gladiator-like clothing, and a black ponytail. "Four Arms!"

Bman prepared a Bman Punch as Domino tackled the small Arturo at high speed, taking him out instantly. Bman punched the lanky Snake back, as Four Arms picked up Big Billy and threw him into all of them, including Grubber. Ace stood nervously at the trio, and quickly dropped the TV he was stealing, cowering under the three's glares.

"H-Hey guys. Don't worry about me. I'll just escort myself to jail." He laughed nervously as Bman grabbed him and Four Arms tore off a streetlight. He bent it around the green gang, preventing escape.

"That should hold ya till the police come." Said Four Arms. Bman looked disappointed.

"I kinda hoped they'd be more of a challenge, but I guess not." He sighed.

"Well, five down, a shitload more to go…" Domino sniffed the air and looked disgusted.

"This whole place reeks of evil. This may take longer then we thought…" Bman turned to Four Arms.

"Is there an alien in there that could make it easier to round all the villains up?" But before he could answer, Ace groaned loudly.

"AW, C'MON! First, we get rid of those Powerpuff bitches, and now we have to deal with you bozos? When will the torment end?" Domino looked curious.

"What's a Powerpuff?"

"Not what. Who!" spoke Little Arturo.

"Thossse girlsss are sssuch painsss in the assss..." Hissed Snake.

"Duh, they so mean to Billy all the time…" complained Big Billy. Grubber blew a raspberry in agreement.

"They're super powered pains who always stop the Gangrene Gang from having fun!" Bman cocked a brow while Domino and Four Arms exchanged worried looks. "So…super powered girls, huh?" He turned to Ace questioningly, with a mischievous gleam in his eyes. "Are they single?" The two red heroes face palmed. Bman continued as Ace gave a 'WTF' face with the rest of his gang. "How's their breast size?" Suddenly, Four Arms pulled Bman away from the green misfits. "Time out!" said Domino as he huddled with his owner and the alien. Bman looked confused.

"What the hell, man? What was that for?"

"Bman, we've noticed you've been acting a little strange and spacey lately when it comes to girls." Said Four Arms. "I've noticed the way you've acted when we met Dee Dee. You literally burned for her." Bman chuckled while Domino face palmed before continuing.

"There was also when you were checking out of Dexter's mom, Gwen, and your subconscious 'master' fantasy."

"Yeah!" Agreed Four Arms until he suddenly looked at Domino hard. "What do ya mean checking out Gwen?" he demanded.

"AND WHAT ABOUT MY MOM?" blared Dexter's voice from Bman's communicator watch. Bman panicked and covered the watch with his hand, looking embarrassed at his friends.

"OK, look…um….well…" Four Arms and Dom looked at the hapless hero patiently. Bman sighed deeply.

"…I'm sorry about the way I've been acting. It's just that…I can't control myself sometimes…I'm not sure why but…I just can't help it. The urges just rise up…and…I'm sorry guys…" Bman looked like he was about to break down from embarrassment. "I just…always wanted to find someone to love…and that stems off as all this…this…feeling I get. I've felt it before this whole ordeal, but…now its…" Bman fell to his knees, shedding small tears from the pressure of his personal vent. Four Arms was shocked. He had no idea that he felt this way. But then again, he's only known Bman for a few months now. He should get to know him more so he could help his friend out when he needs it.

Domino felt guilty. He knew Bman better then anyone, so he should have known better then to bring up his business out on a mission like this. Let alone Bman's reaction. And in front of some ugly thugs nonetheless! Domino cautiously approached his fallen master and nudged him with his head. Bman stopped crying and scooped up his guardian, hugging him in comfort. Four Arms smiled until Ace spoke up.

"GROSS! I think I'm gonna be sick!" Four Arms growled as he changed into a light grey ghost with one large green eye and black lines all over his body. His voice sounded eerie.

"Ghostfreak!" he gripped his grey skin and pulled it back, showing the Gangrene Gang his inner nightmarish form. Dom and Bman ignored the gang's screams of pure terror and Ghostfreak's exposed black and white striped tentacles.

"I'm sorry Bman. I shouldn't have brought that up here…"

"It's OK Dom. I know you and Ben were just concerned for me. I'll behave, don't worry." Domino climbed up on his head as Bman stood. He got confused when he saw Ghostfreak instead of Four Arms and the petrified gang members.

"What happened to them?"

"Oh, let's just say they saw a ghost…FREAK!" he laughed at his own joke as Bman and Domino face palmed. Bman walked up to Ace and looked him dead in the eyes scarily. He adopted a mock gangster accent.

"OK, douche bag. You're going to tell me what I need to know, see? Or else I'll leave you to my friends here, see?" He gestured to his two allies, looking quite scary and dangerous. He turned back to the hapless gang leader. "Now…sing bitch ass." Ace eeped as he remained scared stiff. Bman continued to stare. It ended when Little Arturo cracked.

"I CAN'T TAKE IT! I'LL TALK! I'LL TALK!" Bman smirked and moved to the small member twitching in pressure.

"Well shorty?"

"I-I'll take you to their house! Their father should know where they are for sure and we REALLY can't say anything or else! Just keep those freaks away from me, mans!" Bman turned to his friends.

"Well, should we trust him?"

"If he's lying, we could just beat him up." Chuckled Domino. Bman nodded as Ghostfreak phased Little Arturo out of the metal entrapment. He ran off back down the street into the suburbs, and as the full moon rose higher in the sky. Eventually, Little Arturo led them to a square white house with three round windows and a red door. The miniature miscreant turned to the heroes.

"OK, mans. Here's the place. Now I'm outta here!" but as he started to walk away, Ghostfreak flew in front of him. "Boo…" The green kid screamed as he ran back to Ace, arms flailing the whole way. The trio however, was cracking up! Bman wiped his eyes as Ghostfreak turned back into Ben.

"Dude! That's messed up!" he laughed.

"Then why are you still laughing?" joked Ben 10. Bman and Domino started to calm down.

"Cuz it was SO DAMN FUNNY!" he took a deep breath and focused on the house in front of him. "So…you two ready?" Dom and Ben nodded as Bman went up and rung the doorbell. After a few seconds, they heard the sound of someone walking downstairs and sniffling. When the steps stopped, the door opened, revealing a tall man with a white lab coat and black hair. He had bags under his eyes, as if he hasn't slept in a while.

"Can I help you?" the man asked. Bman was about to talk, but stopped himself and turned to Ben confused. "What do we say again?" Domino face palmed from atop his head. Ben looked at him with a '…really?' face. Ben turned to the man. "Could you tell us if you know anything about the Powerpuff Girls?" the man's face looked both shocked and scared at the same time. He completely slammed the door on them in a panic, and Domino spoke up quickly.

"Please, we want to help! You're their father right? Let us help get your daughters back!" the man froze from behind the door as memories of his daughters flooded his mind. He opened the door and saw the determined faces of the two boys and dog. He sighed once more.

"Please, come in." When they entered his home, they saw it looked very 80s. It wasn't a bad thing, but it's not something you see everyday.

"Whoa, nice place." Praised Bman. The man took a seat on a comfy chair as Ben and Bman sat on the couch. Awkward silence as the man studied the three.

"…You're not from around here, are you?" he deduced. Domino shook his head.

"No, we're from another world who came here in hopes of defeating a powerful dark force before it gains enough power to destroy life as we know it."

"My name is Bman Allstaria, and this is my guardian Domino and best friend Ben Tennyson." Introduced Bman. The man smiled.

"I am Professor Utonium. I am the creator and father of the Powerpuff Girls." Bman looked confused.

"Wait, aren't you already their creator by being their father?"

"Well…I should explain." He stood from the chair and walked to his basement. "Follow me please." He requested. The two humans looked at each other and shrugged before following him. In his basement, much like in Bman's castle, was a laboratory filled with chemicals. It wasn't as high-tech as Dexter's, but it was still something. As they looked around, the Professor spoke.

"While I do view the girls as their father, I really did create them. It was in this lab that I mixed Sugar, Spice, and Everything Nice into a tub to create the perfect little girls," Bman and Ben had that 'WTF?' look on his face, but said nothing. Domino jumped down on a table to look around, making his way over to a large empty tub. The Professor continued.

"It was only because of my old misbehaving lab monkey, Jojo, that I accidentally added an extra ingredient into the concoction: Chemical X."

"Chemical X? What's that?" asked Ben.

"Chemical X is the most unstable and unpredictable chemical that the scientific world has ever known, but back then it was still a mystery, even to me." Professor pointed over to a cabinet close to Ben. "I usually keep all my other chemicals in that chest there, but I never moved it in yet. Darn thing was so cluttered, so I put it carefully over the vat here." He pointed to the table Domino was in as Ben took a look inside the cabinet.

There were lots of more chemicals other then Chemical X. The blue Chemical S, the white Chemical D, the red Chemical F, and many more from A to X. Ben marveled at the sight as Bman was looking at a photo album left on a lab table. The Professor continued his story.

"After the resulting explosion, I saw three of the most perfect little girls I ever saw. I was shocked to realize that they had gained super powers from Chemical X, but I loved them all the same. They saved Townsville day in and day out from things you wouldn't believe. But then…" he started choking up as the three stopped what they were doing and looked at him.

"T-then, a bunch of their enemies banded together and…took them away from me; away from Townsville. The city's been in chaos ever since." Bman put down the album and looked at the scientist.

"This place is called Townsville? Sure beats Villain City…" Domino looked at the Professor.

"Do you have any idea where your girls are?" Professor nodded as Bman started messing with his watch.

"Why, yes. I wish I knew who was where, but I know that Princess is holding one of the girls in Morbuck's Mansion, another by Fuzzy Lumpkins near his cabin in the woods, and the last by Mojo Jojo somewhere in Townsville."

Awkward silence.

"Is it just me, or does a Fuzzy Lumpkins sound kind of…dirty?" Ben asked as Domino groaned and face palmed.

"I see you and Bman are rubbing off on each other…" he deadpanned. The Professor only stared quizzically at Ben's statement, while Bman was preoccupied with his watch.

"Dexter, come in. You got all of that?" with a small flash of light, a hologram of the Boy Genius appeared out of the watch's face.

"This is Dexter. I just finished a preliminary scan of the area for the...ingredients." he said the last word in a disbelieving voice.

Never has Dexter heard of such a thing being done, but if it was one thing that science taught him, was to expect the unexpected. And to keep a fire extinguisher nearby.

Suddenly, Dexter's face disappeared and showed an aerial map of Townsville with a glowing red blip in a wooded area, as well as a small black 'XD' icon to show Bman's location, a green collar for Domino, and a Plumber's Badge, or the symbol on Ben's Ultimatrix, to show Ben on the map. The Professor grew worried.

"Why is there only one blip?"

"Apparently, there is something jamming the signals, so I can't find all three girls right now, but I'll start working to fix that. This blip does have more of a certain ingredient then the rest. Shall I color code it?" The Professor looked serious as he moved closer.

"Please. Let Sugar be blue, Spice be green, and Everything Nice be pink."

"Rodger that. And…there." The blip changed color, with a blue one in the forest area. "I am detecting vitals, so she's alive." The Professor teared up, as he knew that his little girl was all right. "Bubbles…" he whispered.

Bman looked determined as he nodded. "Thanks Dex."

"Not a problem. I'll be sending a copy to Ben just in case. Dexter out." The watch's glow faded with the hologram as it shut off. Bman clenched a fist and nodded.

"OK! Time to be the hero! Don't worry Professor, we'll get your daughters back!" He raced upstairs and out the front door.

"EVENTUALLY!" he battle cried.

Awkward silence lingered in the lab. Soon, they heard the front door close as Bman came back down, with a 'WTF?' on his face. He looked at the Professor.

"Could we stay the night here?"

"Of course. But-" Domino cut him off.

"What happened?" he asked worriedly. Bman led them upstairs to the main room.

"Well…I think we'd attract less attention if we go tomorrow morning." He moved the curtains to see, what appeared to be, a whole bunch of hipster disco monsters, seemingly being led by a faded blue horned monster with sunglasses and a disco ball walking stick. He shouted to his hordes of monsters.

"OK MY PEEPS! THE BOGGIE MAN SAYS TO GET DOWN WITH YO BAD SELVES!" the monsters cheered as he blared obnoxiously loud music and had a rave in the middle of the street. Complete with strobe lights…apparently. Silence.

"…where are the strobe lights?" asked a confused Domino as Bman shook his head in disbelief.

"…fuck that." Said Ben as he transformed into a small white silicon alien with what looked like an MP3 and headphones attached to his back and where his ears would be. His voice echoed.

"Echo Echo!" he walked outside, closing the door, and approached the monsters. He suddenly cloned himself, creating enough Echo Echo copies to cover a good portion of the front lawn. Suddenly, the aliens opened their mouths and released powerful sonic screams, destroying the sound system and driving all the monsters to clear out.

"SON OF A BITCH! CAN'T A BOOGIE DANCE IN PIECE, MAN!" he yelled as he ran away like a little girl. Echo Echo's clones disappeared and he walked back into the house and turned back into Ben.

"That's better." The Professor nodded in approval.

"Now, let me show you to the guest room."


	8. Find ALL the Puffs!

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Townsville  
Normal POV

After Bman, Domino, and Ben woke up, they were treated to a pancake breakfast before heading out to the woods, where his daughter Bubbles was supposed to be held captive by…Fuzzy Lumpkins. As they traveled to their destination, Bman spoke up.

"What do ya think a Fuzzy Lumpkins is anyway?" Ben and Domino appeared to be in thought.

"Maybe it's an animal?" suggested Dom.

"A mutated animal. Maybe an alien…" guessed Ben.

"Maybe its Pedo-Bear!" Bman laughed at the prospect of such an idea. He saw what the girls looked like from the photo album, and they were small with big heads, big eyes, and no digits on their hands or feet. Domino however face palmed at the idea and Ben sighed.

"I doubt it's that Bman." Bman shrugged.

"Meh, whatever. Whatever it is, it's no match for Team Awesome!" Silence.

"Bman…just stop." Deadpanned Domino as Ben smirked. Bman sighed.

"Fine. Jeez…" Domino sniffed the air.

"We're close. I smell something…bad." Ben spoke up.

"Like pure evil bad?" Dom shook his head.

"No, like dirty hobo bad. This thing reeks." Sure enough, a hint of stench made it to the boy's noses, making them make small faces of disgust. Thankfully, the house was in sight, which was just a worn out wooden cabin. They could hear banjo music coming from the inside.

"OK, Dom. Go check it out." Said Bman. Domino looked confused.

"Why me?"

"You're the smallest and probably the fastest cuz you're a dog." Said Ben. Domino sighed. "Fine…"

He carefully trotted over and found a hole that he could fit through. As he entered the house, he froze in shock, but mostly disgust, at what this 'Fuzzy' looked like. He was a large pink fuzzy creature with antennae and worn blue overalls. He had a large green nose and small green orbs on the end of his antennae. He was currently playing his banjo on a rocking chair, explaining the noise, but suddenly stood up.

"Well shoot," he said in a country accent. Domino groaned quietly. They went from dealing with techno-terrorists to rednecks. Fuzzy continued speaking.

"It's about time to deal with my little guest, right Joe?" He spoke to his banjo and Domino face palmed. Fuzzy opened up a cabinet, revealing a bound blonde teenage girl in blue tied up with rope! Domino gasped as he saw Fuzzy place a liquid on a cloth and placed it over her mouth.

"This Antidote X that there Princess gave me sure works like a beauty! All she does is sleep and sleep all day long! To think that all I did was blast her with my boomstick!" He closed the cabinet and froze. Slowly, he picked up a blunderbuss as Domino slowly started to back out.

"What's that Joe? Where? HERE?" he suddenly took aim and fired at where Domino once was.

"GET OUT AND STAY OUT YA VARMIT!" he heard Fuzzy shout behind him.

The dog was currently running back out to Bman and Ben panting from fear of being blasted to bits.

"So…what happened?" Asked Bman as Domino caught his breath and spoke in a panic.

"This is it! He's got her drugged on something called Antidote X and locked in his closet! He's got a shotgun and a redneck temper!" Bman smirked and cracked his knuckles.

"Alright, time to beat the beer belly right out of him." He turned to the two. "You guys chill here. This doesn't seem hard. Knight's Armor!" With his armor on, he made his way to Fuzzy's cabin like a ninja.

In actuality, he was very awkward and uncoordinated, not to mention noisy, while wearing the armor. Mostly because it's not for stealth, and mostly because of all the branches and leaves that he was stepping on. Ben and Domino sweatdropped.

"Wanna go help?" asked Ben.

"Heck yeah. He'll need it." Said Domino.

But before they went anywhere, a thick branch struck Ben in the back of his head, knocking him out, while a leather sack scooped up a struggling, and cursing, Domino, unbeknownst to Bman.

"Hey Fuzzy! Check it! I'm on your land, fat ass!" said an armored Bman as he danced tauntingly. Fuzzy Lumpkins, who was larger then Bman, yelled a battle cry and kicked his door open, blunderbuss in hand. "GET OFFA MY PROPERTEH!" he screamed as he shot at Bman with his weapon. The bullets hit Bman, but couldn't pierce the thick steel. Bman acted quickly.

"Lightning Surge!" he shoot the current at the pink creature, making him fall on the ground in pain, the smell of burnt fur lingering. As Bman tried to enter the cabin, Fuzzy roared loudly and punched Bman in the head, knocking his helmet off. Bman stared down the monster.

"So that's how it's gonna be, huh?" Fuzzy charged at him for another punch attack, but Bman countered. "Bman Punch!"

Blow for blow, Bman and Fuzzy boxed for a few minutes. With each hit, some of Bman's armor fell off, but Bman struck two hits against the monster. After a hit to the gut and the face, Fuzzy became dizzy. Bman smiled wide.

"Knockout!" With a Bman Punch uppercut, Fuzzy flew back on his back and lay there defeated. "Pretty…stars…" he mumbled as Bman did a victory fist pump. He quickly ran inside and opened the cabinet, shocked to find a cute blonde teen inside!

"This can't be…Bubbles…can it?" The picture he saw was of a little girl, but the one in front of him was a teen his size, complete with a nose, ears, and other normal human parts too! She still had two pigtails from the picture, but they were much longer. She also wore a blue skirt, blue top, a short black undershirt, white leggings, and black shoes. Even sleeping she was very cute and innocent looking.

He felt a blush creep on his face as he analyzed the situation he was in. After a small discharge of steam from his nose, he untied her from her binds and removed the cloth over her mouth. He then noticed a bottle and rag on the table nearby. He looked at the bottle and pocketed it.

"The less he has the better…" said the hero. He turned back to Bubbles, picked her up bridal style, and carried her out of the cabin, making sure to step on Fuzzy in the process. He called out.

"Ben! Domino! I got her!" Silence.

"GUYS?" More silence. Bman got worried.

"…where are they?" he mumbled to himself as he heard Bubbles groan. He glanced down at her, seeing her eyes slightly open but not yet realizing where she was.

"Who knows how long she was in that dark place?" stated Bman. He quickly jogged off with the intention of returning her to the Professor.

"OK, so I've been a punching bag to a mutated throw rug, my best friend and dog have been kidnapped, and I have no idea where to go next…could it get any wor-" he was cut off as he tripped over a protruding root and fell, dropping the sleeping girl. As he landed face first in the mud, or what he swears better be mud, he became depressed at the current situation, almost on the brink of tears and/or violent rage. However, he never heard Bubbles fall and hit the ground.

"Are you alright?" said a sweet voice. Bman looked up shocked to see a concerned Bubbles staring at him. She looked fine from what Bman could tell, but he himself looked like a wreck. He was dirty enough from the fight, with pieces or armor here and there, mostly on his legs, and now had a face full of mud.

Bman quickly stood up and tried to play it off.

"Why of course I'm fine! I'm invincible!" he faked a laugh but Bubbles wasn't buying it. She pulled out a fresh rag from her pocket.

"Please sit down." Bman sat on another root, defeated. She used the rag to wipe the mud and dirt from his face, leaving Bman stunned at her kindness. He had a blush too, but it was faint. She noticed the armor left on him.

"Are you the one who saved me, brave knight?" Bman nodded.

"And to what shall I call my hero?"

"B-Bman." He stammered out. His face was now clean and he

stood up.

"But I'm not that great a hero…I let my friends be taken behind my back to God knows where…I should have never left them alone…" Bubbles pulled him into a hug.

"You didn't know that was going to happen. Don't blame yourself." She let go and looked sad. "I'm the one who abandoned my sisters…we got into a huge fight over what our priorities were when our enemies started attacking together. I went to the forest to save the animals, but…" Her blue eyes started getting teary and Bman immediately felt bad. He never wanted to make her cry and be reminded of past mistakes. No one wants that. This time, Bman wiped her tears with the same rag, the cleaner side, and smiled a reassuring smile.

Bubbles looked up at him touched. She cried tears of joy when he explained what he and his friends were doing. Suddenly, his watch's alarm went off as the two jumped in surprise. Dexter suddenly appeared via hologram.

"Bman! I've found another one of the girls!" he noticed Bubbles and smiled. "Good to see you found Bubbles, but you lost Ben and Domino." He noticed. Bman groaned.

"Don't remind me…" Bubbles spoke up.

"Did you find Buttercup and Blossom?" Dexter's head dissolved into the map. It showed Ben and Domino inside a large building, along with a pink blip. "Does this mean anything?" Bubbles gasped.

"That's Blossom!"

"Glad I could help. I'll alert you if I find the location of this Buttercup. Dexter out." The hologram faded as Bubbles grabbed Bman's hand.

"C'mon! I know that place anywhere!" She suddenly pulled Bman until she flew off to the skies, trailed by a blue streak. Bman was surprised and got jealous.

"Why does everyone fly except for me?" he mumbled. Bubbles was scanning the land until she saw a huge gaudy mansion. Bman was shocked at how much gold and gems were there.

"Damn, this place is loaded," He got a devious grin on his face. "Maybe after we take her down, we loot the place. Sound cool?" Bubbles looked shocked at the joke.

"We can't do that!"

"Why not?"

"Cuz we're superheroes! Duh!"

"Oh, yeah."

She landed on the roof as Bman pulled out the holo-map again. It went from a 2D map to 3D as it showed where the others were. Ben and Domino were in the same room, surprisingly, and Blossom was a good ways down on the other side. Bman looked for some way inside.

"Dammit! Where's an air vent when you need one?"

"Are we trying to be sneaky?" Bubbles asked. Bman thought about it.

"Well, I guess not because they might expect us com-" Bman jumped as a loud smash was heard behind him. He saw Bubbles floating over a large hole in the roof. She smiled cutely.

"Oops!" she said. Bman blinked in surprise.

"Well, that works." She flew Bman down on the marble hallway.

"I'll go get Blossom. Could you try and find this Princess chick?" Bubbles nodded determinedly as she flew down the hall, with Bman running in the other direction. Following the map, he heard what sounded like laughter as he continued down. As he approached the door, he heard the laughter at it's loudest.

"I hope this is the room." Said a worried hero. He opened the door to find a bedroom, and another teenage girl. But the surprising thing was that she was hooked up to some kind of tickling machine! Her legs were put in stocks as several hands with brushes tickled her feet. Both of her hands were also restrained, and was given a blindfold. She wore the same outfit as Bubbles, only pink. She had long red hair and a red bow in her hair. Her leggings and shoes were placed neatly near the machine.

Bman didn't move from his spot at the door. He was faced with a mix of arousal at the sight of a bound pretty girl, but also confusion as to why someone would do this. Torture? For kicks? Blackmail?

"Maybe she's a freak…" thought the hero aloud. He approached the machine and helpless girl.

"Are you Blossom?" the girl didn't respond other then a serious storm of laughter. Bman looked at her feet and noticed that the brushes were coating her soles with a black substance. He pulled out his bottle of Antidote X and studied it.

"It's the same." he concluded. He put the bottle back and smashed the probing hands with his warhammer. As he looked for a way to free the tortured teen, he saw keyholes under her heels on the stock. He put his head closer to see.

"Where the hell do I get a key this size?" he asked aloud. It was too small for a normal key, that he was sure. Maybe if he found a paperclip?

Suddenly, he felt something kick him from behind, sending his face into Blossom and triggering a Vision Surge. He saw hail falling from the sky from the inside of an icy cave, with icicles all around him. When it subsided, he felt a weird taste in his mouth. Something bitter? He saw a smear on Blossom and concluded: that he accidentally swallowed some Antidote X!

But since he wasn't made from Chemical X, it shouldn't affect him. He turned to see who kicked him and saw a large man in a black suit, sunglasses, and two small gold earrings. He looked like he was in the CIA or Men in Black. He started to crack his knuckles.

"Well, well, well. What do we got here?" Bman rose to his feet alarmed, wiping the Antidote X from his mouth. He didn't seem to notice the pieces of armor that fell off of his legs to the floor.

"A perverted spy huh? Miss Morbucks will be pleased that I've found you." Bman got mad and attacked. "Raging Flame!"

But nothing came out.

"…the shit?"

He stood there shocked at his lack of flaming breath as the thug laughed at him and punched him back with his large fist. Bman was even angrier now. He smashed the thug with his warhammer, knocking the guy out.

"Now stay down…" he huffed. He noticed the guard's earrings and turned back to the stock.

"Those earrings…" he processed. "…are the keys!" He happily removed them from the thug's ears and unlocked the stocks. Surprisingly, the arm restraints unlocked with the legs. He moved her from the machine and onto the bed, where she laid trying to catch her breath. He removed the Antidote X, adding a few giggles to the dizzy girl, and put her leggings and shoes back on for her.

"Probably to tired to do it herself anyway…" he concluded. Finally, he removed the blindfold, allowing her pink eyes to stare back at his brown ones. After a few minutes of calming down, she finally regained composure.

"T-Thanks for that. But who are you?"

"Name's Bman Allstaria. I'm here to rescue you with your sister." Blossom's eyes widened. "You found them?" Bman shook his head.

"Only Bubbles. My friend is still working on locating Buttercup, but Bubbles is here looking for my friends. They were taken too." Blossom stood up.

"Well, thank you for your assistance, but I need to do this alone." Bman grabbed her wrist.

"Um, no you don't. We do this together." She turned to him with determination.

"It was my failure as a leader that led to all of this happening. I'm the only one who could fix this." Bman looked back at her with a soft gaze.

"We all fail sometimes. No one is perfect. Heck, I know what you mean…" Bman sulked slightly. "It was my misdirection that caused my friends to get caught like they did. And even though I hate myself for screwing up, I need help to get them back. Because no leader is ever alone." Blossom absorbed the words she heard.

"OK, you can come. But on one condition." Bman looked confused as Blossom turned to him with a playful smirk. "I'm leading this team." With that she flew off playfully with a streak of pink behind her. Bman smiled and ran after her. "Hey! No fair!"

Meanwhile, Ben sat on the ground tied up in annoyance. He was located in a large throne-like room with Princess eating her gourmet meal close by. Chained to the wall on a gaudy leash was Domino, with a sign over his head that said 'Puddles'. He looked pissed. Bubbles was terribly beaten and was currently lying near a dented wall.

"It's a shame really," spoke Princess. She wore a yellow version of the Powerpuff Girl's outfit and leggings with orange curly hair in two pigtails. She had a yellow tiara on her head, freckles, black heels, and orange eyes. "I thought you all would be tougher, but I guess not." She wiped her mouth and stood up, walking over to a tied up Tennyson. She had hunger in her eyes, but it wasn't for food. Ben had a small blush on his face, but was otherwise scared.

"So, did you make up your mind sweetie?" she asked seductively.

"For the last time, I'm NOT GONNA BE YOUR BOYFRIEND!" yelled a displeased Ben. Princess grabbed him roughly by the collar.

"YOU have no choice in the matter! No one's gonna be coming for you, so PUCKER UP!" She leaned in for the kiss, while Ben leaned back with panic. Suddenly the large double doors slammed open, revealing Blossom and Bman!

"Princess!" yelled Blossom angrily.

"What?" she yelled the brat as Ben breathed a sigh of relief. "Oh thank God…"

"Don't worry Ben! We got ya!" he looked over at Domino and snickered. "You too Puddles!" Domino had an anger vein growing as he growled. "You're lucky I'm chained to this wall, or else I'll FUCKIN KILL YO ASS!" Bman chuckled as Blossom gasped at Bubbles.

"Bubbles!" she cried. Bman pointed a hand at her. "Miracle Cure!" Bubbles' health was restored as she rose up.

"Blossom!" She cried happily as she ran to embrace her sister. Princess laughed arrogantly as the two Powerpuffs and Bman stared her down.

"So what if you've found your stupid sister. You're still missing Buttercup and you'll never find her!" Suddenly, Bman's alarm went off, revealing Dexter.

"Bman, I've found her! I found Buttercup!" Bman and the sisters looked at Princess mockingly as she screamed in aggravation. She activated a jetpack on her back. Dexter saw this and sweatdropped.

"I'll…call you back." As he hung up, Princess shouted orders.

"Guards! Take them out! Do what my daddy paid you to do!"

Several more buff guards came out and charged at the three able heroes in a wave. The two Puffs nodded at each other and flew up, while Bman took out his warhammer. Bubbles curled up into a ball while Blossom held her above her head. "Cherry Bomb!" she cried as she threw her sister, now a red energized comet, down at the wave, causing smoke to rise up from the exploding projectile.

Bman took this opportunity to throw his warhammer in the chaos with a mighty grunt. The hammer flew and struck not a guard, but Domino's leash! With his link to the wall broken, he cheered and destroyed the 'Puddles' sigh with his tail. He then quickly ran over to Ben and broke his binds, sending the two running over to their friends. Princess looked shocked at what had happened, but that shock evaporated into more anger.

"No! No! No! I don't want this! If you want something done right, you gotta do it yourself!" She then flew straight at the group, with Bman preparing a counterattack.

"Lightning Surge!" Again nothing happened.

"W-What the…?"

"Look out!" Ben pushed Bman away as Princess missed at her attack. She then pulled a decorative flag from the room and tried to shank someone with it. Bman and Ben exchanged glances, nodded, and went into action.

"Knight's Armor!" Bman armored up as Ben transformed into an orange animal with small quills on his back and gills. He had no eyes and had black claws on his paws. He roared. Domino spoke up.

"He says his name is Wildmutt." He translated for the two Powerpuffs. Bman jumped on his back and pointed a hand forward.

"Power Drill!" As the drill appeared, it was longer and thinner then last time, looking more like a lance. With a roar, Wildmutt charged at Princess like a giant game of chicken. The other three looked on in suspense until the two sides suddenly clashed.

Armor bursting, Bman and a human Ben flew back and landed in a heap.

"Why didn't that work?" groaned Ben.

"Cuz I don't hit girls." Replied Bman. Domino face palmed.

"Then why do it in the first place?" he asked.

"Cuz it looked cool, right?" said the gentleman hero. Domino face palmed again as Bubbles squealed.

"That was so cool! Like a knight from a fairy tale!" Blossom nodded.

"And the coordination was something to be admired. I'll have to give you a few pointers though." She said playfully. Domino sweatdropped. They just met him, and now they're so friendly with him? At long as Bman wasn't acting crazy like before, then he was happy. They were nice girls indeed, given what the Professor said about them. Princess' laugh interrupted his train of thought.

"Pathetic! Just pathetic! I told you that you were all just trash compared to me! I have the money! I have the power! I ha-" a large chunk of ice suddenly fell from the sky and landed on her head, bringing her down to the ground and knocking her out. The three turned to see Bman smirking with his hand out.

"You also have a headache." As Bman and Ben got up, the Puffs and Domino cheered.

"How did you do that?" asked Bubbles. Bman shrugged.

"New power. I call it Arctic Crash." Domino smiled and then his face made a look of worry.

"Bman?"

"Yeah?" the puppy climbed up onto his head and put an ear to his skull, listening intently. After a short moment, Domino jumped down in alarm.

"I can't feel some of your powers! What happened?" he glanced at a concerned Blossom and felt a blush creep on his face before looking back at Domino. Thankfully, she didn't notice.

"I accidentally swallowed some Antidote X before I freed Blossom. I feel fine though." He sort-of lied. Domino was furious.

"WHY WOULD YOU DO THAT? We don't know what that stuff does!" Bman hung his head and apologized. Bubbles picked up Domino.

"What's happening to him puppy?" she asked worriedly. Domino sighed.

"Well, as far as I can tell, some of his powers have been locked. Also, he's at half strength." The group gasped as Ben spoke up.

"Is there a cure?" He fiddled with the Ultimatrix until Dexter's hologram came up. "Dex, what can you tell me about Antidote X?"

"Well, ingesting Chemical X once turned a normal man into a hideous monster, but ingesting Antidote X…who knows what could happen." Answered Dexter honestly.

"But whatever it is, it should be cured before something deadly happens. By the way, I found Buttercup, it says she is at…a volcano. And moving! She's heading towards City Hall. Good luck!" Dexter signed out as his head faded. Blossom face palmed.

"Of course. Same old Mojo. C'mon Bubbles, let's go. You guys go to the Professor's and get Bman checked out." Before she could fly off however, Bman jumped up and grabbed onto her legs.

"No way!" he protested. "I made a promise that I would reunite a man with his daughters, and I'm not stopping! I can't just leave you both hanging now!"

"You're really hanging in there, Bman." Snickered Ben. Domino face palmed. Bman continued.

"I'm not going to leave you two! Even if I become a pile a goop or mutate or something else, I'm not leaving you girls now!" Blossom and Bubbles landed and let Bman up. The girls formed a small huddle before turning back to Bman.

"You can come as long as you don't embarrass us!" she winked.

"Yeah! We're hardcore!" bragged Bubbles, making 'rock on' signs with her hands. Bman smiled.

"Well that's fair. Assuming you can deal with all this awesomeness!" He started flexing his muscles, Ben joining in too. Domino sweatdropped.

"These girls…they sure like Bman a lot." He muttered. He realized that maybe he's attracting the girls too. Bman was moderately good looking anyway. And his personality made him hard to hate. Always joking, but serious when need be. Selfless and noble; like a true hero.

"Domino! Jump on!" called Bman. Domino jumped onto his head as Blossom pulled him up with her. Ben transformed into a red stingray with wings, yellow horns, and a red tail. "Jetray!" he cried. Bubbles floated into the air as Bman looked sad.

"I wanna fly too…" he said as Domino patted his head supportively. The three flyers then flew through the hole Bubbles made earlier and headed off back into Townsville.

As they neared Town Hall, they saw a giant robot monkey destroying the city!

"Dude! That's some crazy shit right there!" said Bman. The robot spotted them, grabbed some rubble, packed it like a snowball, and threw it at the heroes.

"OK! Bad shit! Bad shit!" Bman panicked as the flyers evaded the barrage of junk. Blossom, Bubbles, and Jetray all shot lazers from their eyes to break the rocks that got too close. Jetray's blasts were green and the Puffs' were red. As they got closer, Blossom spoke up to Bman.

"Ready Bman?" she asked.

"…for what?" asked a cautious Domino. Blossom smiled, as did Bman. Domino saw Bman's smile and freaked out.

"Oh no! Don't you even DARE!" he protested. Bman looked at Blossom.

"FIRE ONE!" she spun him around once and threw him at the robot with her super strength, where Bman used Power Drill and hit the robot's hull.

However, the hull was thicker then they thought. Also, Bman's drill was losing power due to Antidote X.

"Is he still drilling?" asked Jetray.

"I didn't think the armor was that strong." Muttered Blossom. Bubbles pointed at Bman.

"Hey look!" Finally, Bman drilled through the outer hull and entered the robot. Bubbles and Blossom flew in after him as Jetray distracted the robot from doing more damage.

Inside the hull, the girls found a sore and dizzy Bman and Domino. The drill was so weak that it hurt Bman's hand.

"I…hate…you…" Domino told Bman. Bman shook off the dizziness and stood. "Love ya too Dom. Now," he looked around. "Where do we go from here?" The three looked around until Blossom went over to the wall, and opened a hidden door, revealing stairs.

"Nowhere to go but up." She said. So after scooping up Domino, the three climbed, and flew, up the swirling staircase until the reached the robot's head.

There was a glass visor that acted as the robots eyes, allowing whoever was piloting the bot to see. There was a large tube at their right, but they couldn't see what was inside. Blossom and Bubbles flew up threateningly as Bman kept his guard up. Domino slowly climbed down from Bman's head, still feeling sick from before.

"Not so fast!" started Blossom.

"Mojo Jojo!" finished Bubbles.

The large chair swerved, revealing a green monkey in a blue and white outfit, purple cape, white shoes, belt, and gloves, black fur, pointy ears, and a large white and purple domed helmet. His voice was deep and full of authority.

"P-P-Powerpuff Girls? How are you here with me and not in the places where I have left you for these is the places that you should both be in separate locations in regards to this current location?" Bman just stared in confusion.

"What the FUCK did he just say?" he asked in utter confusion. Mojo responded by pressing a button, revealing what was in the clouded tube. The girls gasped.

"Buttercup!"

Indeed, it was. She wore a green version of her sister's outfit and had green eyes. She also had black hair in a bob haircut. She opened her eyes and gasped. "Blossom! Bubbles!" Bman turned to the monkey.

"Release her, Jojo! Or answer to me!" the evil monkey laughed.

"You Mr. Allstaria do not frighten Mojo because Mojo is the one with all the power while you are currently losing all of your power, leaving me with more power then you and you with less then me. Is Mojo correct Mr. Allstaria? Am I correct in my analysis of the situation at hand and am truthful in the events that I have just spoken about?"

Bman growled at him before brandishing his warhammer and charging at the tube. The tube however moved away from Bman on its own and revealed several Mojo-themed robots behind it.

"Shit!" cursed Bman as they stampeded past him and caught the girls by surprise. Bubbles and Blossom were restrained, being electrically shocked to weaken them. This burned Bman up.

"LEAVE THEM ALONE!" he roared as he smashed through every robot, freeing the two sisters, who prepared to deal with more incoming robots. He then made a jumping strike at the tube as it stopped in the middle of the room. Surprisingly, the tube opened up on its own! Bman sweatdropped and panicked. If he kept going, he'll smash Buttercup!

Thinking quickly, he dropped his warhammer from the air mid-swing and closed his eyes, falling on top of Buttercup in a rather…awkward position. As he opened his eyes, he blushed as he felt Buttercup beneath him, her green eyes staring back at him with a blush of her own. Awkward silence.

"…hey. I'm Bman." He said awkwardly.

"I'm Buttercup…" she responded.

"Nice to meet you…" he responded. The sound of Domino face palming was heard. No longer fighting the robots, Blossom coughed loudly as Bubbles whistled innocently, both with blushes on their faces. Bman stood up and helped Buttercup to her feet.

"You OK?" he asked. She nodded.

"I'm fine…"

"Sorry about that…"

"It's cool…" Bman turned to Mojo. "You're a douche doing this to such pretty girls." He said, earned deeper blushes from the girls. As well as a sigh from Domino. Ever the flatterer his master was. Mojo scowled.

"I AM A BAD MONKEY!" he yelled a pushed another button on his control panel, resulting in something rising around Bman and Buttercup. The latter was pushed out of the way by the former, trapping Bman in a large dome. Mojo smirked evilly.

"This is what I have been wanting for so long after I have organized this team up of treacherous terror to kidnap you girls. With my superior intellect, I sent out the worldly coordinates to Townsville, knowing that someone not of this world would pick them up, and that someone is this one I have here trapped out of his home of origin and into another location. The plot of this dastardly plan is not to defeat the Powerpuff Girls, although this was an event that has happened on the great timeline that is my Master Plan, it was actually to lure this so called omnipotent Bman Allstaria who I have heard from the heavens above to siphon his omnipotent power for myself in a way that makes me RULER OF EVERYTHING!"

Silence.

"ENGLISH MOTHERFUCKER! DO YOU SPEAK IT?" asked Bman in a fit. Mojo sneered and pressed another button. It caused the dome Bman was in to spark, sucking the power from him. Bman screamed in pain as he felt the magical quality of his clothing and his remaining powers being stripped from his being. The girls tried to break the dome, but it stood strong. Domino made a beeline at Mojo.

"YOU BASTARD!" he bit the monkey hard on the arm.

"OW! You mongrel!" He flung his arm up, letting Dom fly up in the process. Domino then did a spin tackle straight down on the control panel, breaking it.

"NO!" howled the monkey, punching Domino so hard he broke through the robot's visor and flew down to the concrete. Jetray saw him fall.

"Dom!" he cried as he flew to catch him. Bman however was not faring so well, as Mojo chuckled to himself.

"Mojo stop it! You're hurting him!" demanded a crying Bubbles. Mojo scoffed at the blue Powerpuff. "And what makes you think I'll listen to you and not myself for-" he stopped his monologue as Buttercup flew up and grabbed him. She was pissed off as all hell.

"Do. It. NOW." She said through strained teeth. It took all of her willpower not to kill him right there. Mojo almost answered until an alarm sounded. Mojo Jojo panicked as he somehow broke free from Buttercup and looked at what remained of the control panel.

"What is happening? THIS IS SOMETHING THAT SHOULD NOT BE HAPPENING!" Bman's designs and eyes were glowing pink as the music from B-Mayhem played, becoming distorted in G Major. His screams were wilder as well. Mojo's eyes went wide as Bman overloaded the robot with his energy. He suddenly pulled out a hat and suitcase.

"Well girls, it's been fun, but I must leave!" he ran like all hell to the next room for an escape pod, but Bman used his B-Mayhem before he left. Mojo contorted in pain before lying down in a defeated heap of monkey. Suddenly Bman roared as a giant distortion spread over the robot.

"BMAN!" cried the girls as the light and distortion covered them.

When they both faded, the Powerpuff Girls opened their eyes to see that they were unharmed. They saw that the robot's remains were scattered around them, with Bman lying in the pile.

"Bman!" called Blossom as the three made their way over to him. He didn't move.

"He's not breathing…" stated a teary Bubbles.

"It's because of the Antidote X. It has to be." said and equally sad Blossom. Buttercup looked at Mojo's nearby body with a look of hatred, but it converted to a look of joy.

"Girls!" she called. She ran over to Mojo and brought them the suitcase he had. She opened it revealing…

"Chemical X!" said her shocked sisters.

"I figured…that…if he drank Antidote X…"

"Then by drinking Chemical X…"continued Bubbles.

"The two would cancel out and…HE'LL BE BETTER!" finished Blossom. Gathered around the unresponsive Bman, Buttercup slowly poured the concoction into his mouth. They waited a few moments, but nothing happened. The girls grew teary eyed that their plan failed and their new friend died trying to reunite their family.

Suddenly, Bman's eyes sprang open as he shot up, surprising the three. He shook his head to dispel some dizziness that he was feeling.

"Shit, my head…w-what happened after I blacked out? Did we win?" the girls only stared on in silence before the attacked him in hugs, all three of them saying that they were glad that he was all right and other kind words. Bman blushed at the attention.

"Girls, really, I'm fine. I would have known if I'd died, right?"

"We're just glad your safe." Said Blossom.

"We don't want you to go! Not like this!" said a slightly crying Bubbles.

"Yeah, don't wimp out on us." Said Buttercup coolly.

"Well, he's fine." Remarked Ben as he and Domino just walked up. Domino ran up and gave Bman a hug before Bman placed him on his head.

"Well, your powers are back! And you're not dead! Bonus!" said Domino. He smirked at his pet.

"Oh you're funny." He said smiling, as everyone was glad to see Bman in one piece.

"How about we get out of here?" suggested Buttercup. Bman shook his head. "Just one thing. B-Mayhem!" As Bman lit up, only his eyes as usual, and the rest of the normal routine happened, all the robot parts disappeared and Townsville is restored to its former glory. The Puffs marveled in amazement at his impossible feat.

"That was so cool!" said Buttercup.

"Thanks Buttercup." Said a blushing Bman. Ben and Domino exchanged glances but said nothing. They just had to trust Bman to calm down around the girls sometimes. Although on the inside, Ben couldn't blame him and Domino is just glad that he's happy.

Back at the Powerpuff's house, the three practically tackled their father in a heartfelt reunion. The boys watched on happily as surprisingly, Dexter walked up from the Professor's lab.

"Dexter? How'd you get here?" asked Bman.

"With the Portal of course." Bman sighed.

"Well, no shit, but why are you here?"

"Oh, R.O.T.O.M. asked me to stop by and pick up a few things from the Professor's lab." He held up a folder of notes as proof. Domino looked confused.

"Why would R.O.T.O.M. need those?" Dexter shrugged.

"I believe he told me that he wanted to expand his area of knowledge and this particular topic seemed to interest him. He's at the terminal right now waiting." He turned to the door. "I'll meet you all back at the castle." He glanced at the girls on his way out, hesitated and left. Ben could have sworn he saw a blush on his face, but didn't dwell on it too much.

Bman found himself shedding a tear, with Domino looking concerned from his head.

"What's wrong Bman?" Bman smiled.

"I'm just thinking about my own family. I wonder if they miss me."

"Well of course they do." Spoke up the Professor as he and his girls stood tall and united. "How could they not miss a boy so determined and selfless as you are? I can't thank you enough for all that you've done for this family." Bman blushed in embarrassment at the praise.

"It's no trouble at all. I was happy to help you and your lovely daughters." He winked at the last part, causing the girls to blush and avert their gaze. Domino smiled and took note that he was getting bold.

"It really was nice to meet all of you." Said Ben.

"If there are anymore problems, feel free to contact us, and we'll come over as fast as possible." Reassured Bman. Suddenly, Dexter's hologram popped up.

"I left the number on your desk Professor." He quickly hung up as Bman smiled. The Professor deeply thanked the group before moving down into his lab. The girls each gave Domino a hug good-bye. They did the same with Ben, but when it came to Bman, both sides seemed to freeze. Ben noticed the air of the room, picked up Domino, and went to wait outside.

"So…I guess its good-bye huh?" stumbled Buttercup.

"I-I guess so." Said a sad Bman. Buttercup smiled.

"That was some crazy stuff you did back there. I'd be great to fight with you one day." Bman smiled.

"I'll look forward to it." He pulled the green girl in a hug. Before she pulled away, she gave him a quick peck on the cheek sheepishly.

"Don't expect that to happen often. Got it buster?" she said trying to keep up her tough reputation.

"I got it." He then moved to Bubbles already with tears in her eyes.

"Bye Bubbles. It was nice meeting you." Bubbles sniffled before hugging Bman tightly, mumbling 'thank you' into his chest. She pulled away, but not before another peck. He finally came to Blossom. She held out her hand rigidly.

"It was an honor working with you and I hope that we see you and your team again soon." She said. Bman wordlessly came up, ignoring the hand, and gave her a big hug. She returned the embrace.

"I'll miss you too Blossom. Just take care of everyone, OK?" Blossom nodded tearfully as she gave him another peck. He moved slowly towards the door, and with one last look, departed. The girls looked sad that the boy who helped them restore their family and save the day was now leaving, but they were also happy that he did what he did and that they had the pleasure of knowing him, even if only for this short time.

"Well girls," spoke Blossom. "Let's go upstairs then."

"Maybe we can go with them?" spoke up Buttercup.

"But we need to be here for Townsville. We have to save the day...again and again." Said a sad Bubbles. The three slowly floated up the stairs until a voice broke them out of their sad funks.

"Not so fast…"

Back outside, Ben noticed Bman's sad face and went up to him.

"You OK, buddy?" Bman nodded.

"It was great to get to know them despite all the shit that went down. I hope I meet them again soon." Said Bman honestly. The Portal opened up in front of them as Domino walked towards it.

"Ready to go?" he asked. Bman nodded as the trio departed back home.

Location: Hero Island

Dexter watched the three reenter the basement.

"Welcome back gentleman." He greeted. Domino gave a quick 'Yo' before running up the stairs to the kitchen.

"Thanks Dex. Things got complicated back there. But at least Bman is back to normal." Explained Ben. Bman looked sadly at the Portal behind him and sighed. Dexter got the message as Ben climbed up the stairs.

"Sorry Bman. Gotta close the Portal." Bman nodded and started to leave until he heard giggling. He and Dexter turned at the Portal, Dexter confused and Bman surprised.

"What the-" began the genius until three squealing streaks of pink, green, and blue rushed out from the Portal tackling the Bman up the stairs and into the main room. Dexter quickly shut down the Portal and rushed to his aid.

"Bman! Are you…OK?" he saw the streaks turn out as the girls, currently piled onto Bman. He gasped in surprise.

"Bubbles! Blossom! Buttercup!" the three looked down at him smiling.

"Hi Bman!" they said before floating off of him.

"What are you doing here?" he asked happily.

"Well, the Professor got a call from the Mayor saying that all the villains in Townsville suddenly appeared in jail! Like magic!" said Blossom.

"So with no one to beat up, Townsville is safe for long time. But that kinda bores me! So…" trailed Buttercup.

"The Professor gave us permission to come with you and help you kick some ass!" shouted Bubbles. Blossom gasped.

"Bubbles! Language!" Bubbles stuck out her tongue.

"So? I'm not all goody-goody like you Blossom. I can curse." Buttercup nodded.

"Fuck yeah you can. Can't you Blossom?" Blossom looked red under the pressure and spoke up.

"…d-darn you." The other two puffs smirked and chuckled good-naturedly at their sister. Blossom looked flustered, and Bman smirked at the sisters.

"Things just got a little more fun." He stated, a small blush evident on his face from his place on the floor.


	9. Super Bman RPG

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

Later that night, the Powerpuff Girls, Ben, Dexter, Domino and Bman had a small party welcoming the girls to the group. The party wasn't too much; just a nice dinner prepared by Domino and a video game tournament, which Buttercup surprisingly won when matched against the gamer Bman. All in all, everyone got to know each other a little more then they did already and had fun doing it.

Gwen and Spyro were nowhere to be seen however, which worried the Bman, but R.O.T.O.M. assured him that they were fine.

"She said something about shopping and left with Spyro to Bellwood." Said the module.

As the night went on, the partiers slowly went to bed, soon leaving Bman and Buttercup alone in the game room. They just finished a bunch of games, so they were currently bored.

"I'm bored…"said Buttercup. Bman browsed through his Wii menu for ideas. He turned to the green puff.

"Wanna watch me play Super Mario RPG: Legend of the Seven Stars?" he suggested. The green girl shrugged.

"Sure, why not?" As Bman activated the game and chose his file, Buttercup took notice of the completion.

"How'd you beat the whole thing?"

"A lot of time, that's for sure," joked Bman. "Smithy as an ass to kill, but when he went down, I felt that a big ugly weight was lifted from my shoulders." He joked. Right now, he was making the red mustached plumber Mario move to a place called Rose Town.

"I always kind of like this place, but that maze was a bitch to get through." Buttercup nodded and huffed.

"I hate that place. I kept getting lost, so I gave up." Bman turned to Buttercup.

"You shouldn't give up if things get hard. You gotta keep going despite the difficulty. It makes it so much sweeter when you accomplish it then." Spoke the gamer. Buttercup reflected on those words for a second.

"What fortune cookie did you get that out of?" she joked, hitting him playfully on the arm. But with super strength, he winced slightly.

Suddenly, in a flash of light, appeared an obese man with a dark overcoat. He had long orange hair and sideburns, a black uni-brow, a black remote in his hands, a tan shirt that looks like it came from Star Wars, and grey pants and shoes. He stared at the two teens as they stared back with 'WTF' faces. Soon, the stranger spoke up.

"So…hey." Bman paused the game.

"Hey…there." He said cautiously. The guy pulled out a piece of paper.

"Are you…Bman Allstaria?" Buttercup narrowed her eyes as Bman nodded.

"That's me. What do ya want?" The stranger struck several corny poses.

"I am the master of monsters! I am your darkest nightmares come to life! I am your doom Bman Allstaria! And your little dog too! Not to mention your meddling dragon, alien superstar, bookworm, science guy, security drone, and trio of pretty Wonder Women! I am…Control Freak!" He finished and looked at the duo, only to find them asleep. CF got mad.

"H-Hey! Wake up when I'm threatening you!" Bman jumped awake, but Buttercup stayed asleep.

"Why are you here Control Freak?" asked Bman as he stood up and cracked his knuckles. CF panicked.

"W-Why, I am here to show you my power because I want to see if you are worthy to be my enemy. Like this." He pressed a button on his remote while pointing it at the TV. The game suddenly unpaused and entered Rose Town all in one fell swoop. Bman was amazed at that.

"Wow! That was cool! What else does it do?" asked the eager hero. CF grinned.

"Things like this!" he pushed another button, and even though he was in a town with no enemies, Mario's HP fell to zero and he collapsed. Bman got mad.

"HEY!" CF grinned evilly.

"And this!" with another click, the TV screen seemed to vanish as it began sucking things in. It tried to suck up a sleeping Buttercup, but Bman grabbed her legs.

"Cut it out ya freak!" CF shook his finger mockingly.

"I've heard about you from my online buddies and it would be so cool if I could defeat you! First you, then the Titans…" he planned. "And what better way to kill you then to do it in your own video game? Oh the irony!" he laughed.

Soon the suction picked up and Bman slipped, but before he and the sleeping girl got sucked in, he felt a hand grab onto him, and from the corner of his eye he saw…

"Dexter!" Domino appeared on the genius' shoulder as Dex pulled the hero back, while using the couch as leverage so he doesn't fall in too.

"Don't worry! We got ya!" CF looked on in confusion.

"OK. How does the couch not get sucked in?" Bman shrugged from his position.

"I think its bolted or something." CF had a 'WTF' face but it vanished quickly.

"Well fine! I'll just do this! Bye-bye now." With another click of his remote, the sofa vanished, sending the four tumbling into the TV set. As soon as they all entered, Control Freak clicked the screen shut, set up an invisible barrier on the doorway so no one else could enter, and sat back on the returned couch, holding some popcorn and soda in his hands.

"Let the games…begin!" he shouted cheerily to himself.

Location: unknown

"FUUUUUUUCCKK!" that was all Bman was screaming as he fell from the sky with Buttercup, Dexter, and Domino after they got sucked into Bman's game. He saw the ground coming up fast.

"This is why I need to fly!" he stated.

"Oh suck it up." Retorted Domino. As the ground came faster and faster, Bman tried to say something other then screaming. One of Bman's biggest fears was falling, so he was flipping shit right now!

"If we die, I want you two to know that you are both great friends!" he choked out honestly. He then noticed the position that he was in with Buttercup, giving him a good view of her green panties. He had the same reaction he got from when Dee Dee asked for their help, which shall be referred to as Perving Out. "And I regret nothing!" As they fell, they finally reached ground level.

Buttercup's sleeping face was an inch above the ground as a soft snore escaped her mouth. Dexter's helipack started at the last few seconds, saving them. They all carefully got their bearing on the ground as Buttercup stretched and woke up.

"Oh man. I was more tired then I thought." She looked around.

"Where the hell are we anyway? And what happened to that fat guy?"

Looking around, they were in the middle of a forest. Dense trees and green leaves were everywhere.

"That fat guy sucked us into my video game and I have no idea how to get out." Said Bman. Domino dug a small hole in the ground to pass the time. Dexter looked down the four paths available.

"I say we just fly up and find a town or something." Buttercup grinned, but as the two flew up, an invisible force instantly smacked them down. Concerned Bman and Domino ran over to them.

"Oh shit! You two OK?" they nodded as CF's laughter echoed throughout the area.

"No cheating! Try to exit the Forest Maze alive! Which you can't!" He laughed some more as Buttercup flipped off the geek, wherever he was. She then growled in anger.

"Oh yeah?" she then took off one of the paths in a streak of green.

"Buttercup!" called Bman but she was long gone.

Suddenly, a bush rustled and meowed. It caught Domino's ears and her turned at the hidden feline.

"Cats…" he started. "Must…DIE!" he charged in the bushes barking madly as Bman called after him.

"Domino wait!" he suddenly heard buzzing, and as he turned, he saw several Buzzers, or giant spiked bees. Bman's face paled. He also hated bees and wasps with a vengeance. He flipped shit.

"WASPS! GET 'EM AWAY!" he screamed and sprinted down a third path, leaving a frustrated Dexter alone with the bugs. He growled and pulled out his ray gun.

"Who wants some?"

Back with Bman, he was currently still sprinting and flailing down the path blindly. He hated regular bugs, but giant bugs were a whole other level of crazy. He suddenly felt something hard smash into his front, sending him back slightly from the recoil.

"I don't wanna got to school today…" spilled Bman as he opened his eyes. What he actually ran into was a big tree with a raccoon tail and autumn leaves falling around it. He stared at the calming piece of nature until a voice spoke up behind him.

"Are you alright my friend?" Bman jumped up a good distance, whipped out his hammer, and struck straight down in a panic. The figure caught it and stared at him hard. Bman gasped and backed off.

"A-Are you…?" he stammered. The figure nodded.

"Yo. I'm Geno." Geno was one of Bman favorite characters from the game and he looked just like he did in game too. He was a brown marionette with brown eyes, orange hair curls, a blue hat, a short blue and yellow cape, and brown shoes. He had lines running down his eyes and mouth, and some to show his joints. He was only half of Bman's height, but Bman knew that he was stronger then he looked. He looked at Bman.

"Are you the Bman?" Bman nodded furiously.

"Then here you go." He lifted up his hat to reveal Domino, who jumped at Bman for a hug. Bman was confused and happy.

"Domino? How'd you find Geno in here? And weren't you chasing a cat?" Domino blushed, making him redder then his fur, and rubbed the back of his head sheepishly.

"Actually, there was no cat. Geno lured me away because he had some serious news to tell me." Geno spoke up.

"Earlier today, I received a new assignment from Star Haven after the last disaster 15 years ago," Bman was surprised. "Wait you mean it's been 15 years since the Smithy Gang attacked and your last adventure with Mario?" Geno nodded.

"Right. Anyway, the Stars above sensed a great energy surge enter our world, so they sent me to investigate. I felt a lot of star energy coming from you, as well as your connection with your dog." Bman looked confused as Domino panicked slightly. "I am his guardian and nothing more, alright?" he laughed awkwardly, trying to play it off. Geno stared at the dog and nodded.

"I see. My mission was to find this disturbance and neutralize it."

"Then why did you start with Domino and not me?"

"It would be easier to take you down without your guardian to help you." Bman nodded in Geno's logic as Domino sighed softly to himself. Bman had no reason to distrust Geno.

"But after Domino and I talked, he explained to me that this Control Freak was messing things up and that ain't cool." Geno nodded. Bman smiled at the doll.

"Then why don't you join us Geno? It'll be fun!" Geno looked hesitant but declined.

"Sorry. My place is on Star Road, for now and forever." Bman looked saddened.

"Oh OK…" he turned to the tree again and studied it carefully.

"This seems familiar…" he muttered. Geno walked over and picked up what looked like a rock from the ground. It had two black eyes staring back at him, and was shaped like a leaf. Bman suddenly came to a conclusion.

"That a Statue Leaf!" he stated. He recognized the newer power-up from one of the recent Mario games. Geno nodded again.

"Want it?" Bman looked at Geno with awe.

"Could I? I mean, can't only Mario do it? Speaking of which, where is he?"

"Mario, Bowser, and Princess Toadstool are currently busy in another adventure. And as for the leaf, why not?" He tossed the leaf at Bman, who caught it and had a Vision Surge. He saw a large glowing Statue Leaf, only for it to disappear in a puff of smoke and leave a wagging raccoon tail. When the vision faded, Bman was wearing his own raccoon tailed suit! It was a brown full body suit complete with ears, a striped tail, and a black bandana around his neck.

Geno nodded in approval. "Looks good bro." he said. Domino however was cracking up.

"You look so stupid!" He choked out. Bman smirked and swatted him with his raccoon tail, sending the pup flying into a pile of leaves. Bman stuck out his tongue in a mocking way. Domino shook the leaves off of him.

"Well, you did learn Tail Sweep. It does exactly what it sounds like. It's great for low blows. Like that…" he added bitterly.

"Awesome! And with the tail I can fly right?" Geno shook his head.

"No flying." Bman hung his head.

"Why can't I win?" Domino walked over and patted him. They heard a camera snap behind them, and turned to see a grinning Dexter and laughing Buttercup. Bman blushed in embarrassment.

"G-Guys! Not cool!"

"But you look so cute!" she mocked with a devious look on her face. She pinched his cheek as Dexter was tinkering with his phone.

"I'm emailing R.O.T.O.M. this right now. This fail is revenge for leaving me before." Bman's face reflected that of horror, but he sighed and turned to Geno.

"So, where is this energy surge you mentioned?"

"I just said it was you right bef-" Geno gasped as he felt something else. Domino sniffed the air as a precaution. "I feel a darker energy here. Let's move." Commanded the doll. Domino ran ahead of him.

"I got the scent." The three humans chased after them. Bman looked down at the suit.

"Maybe I can change out of this?" he thought aloud.

"Betcha $20 you can't." gambled Buttercup. Bman smirked.

"Deal. B-Mayhem!" Buttercup frowned.

"Hey! No fair!" as Bman used the move, the suit only partially disappeared. He still had the ears and tail, but the rest was gone. Every part of his normal outfit that was black was now brown, except for the bandana. Bman looked blankly at the change.

"I owe you 10." He told the snickering green Puff. The team then came to a stump at a dead end. The two nonhumans jumped down and gasped.

"Oh shit…" cursed Geno.

"Bman, you gotta see this!" said Domino. Shrugging, the three jumped down the hole. Surprisingly, Bman floated down instead of falling like Dexter. He smiled as Buttercup and Dexter's faces became horrified.

"Hey Dom, did ya see that? I just f-f-f-FUCK!" he freaked out as the say the ugly thing in front of him.

The thing in fact was an underground castle entrance. It looked like one of Bowser's castles, but instead of Bowser's image on everything, there was Control Freak. And that was just the beginning. They saw a few brown mushrooms, or Goombas, and two green-shelled Koopa Troopas, all with the facial features and hair of Control Freak himself. Bman dry heaved as Dexter shook his head.

"Everything is ruined forever…" he stated. The minions however heard them and became offended.

"Hey! We are the sexiest minions ever!" they even had Control Freak's voice! As they started making several horrifying poses, the group gave them dark looks.

"Like hell you are." They muttered. Buttercup formed a fireball in her hands and threw it at the Goombas, incinerating them. Dexter made a fist, which was surrounded by blue energy rings of positive energy. He rushed forward and punched a Koopa right in the face. Geno's hand formed into a small lazer cannon, shooting a blue beam at the remaining Koopa. "Geno Beam."

All of the grunts disappeared in a puff of rainbow stars, defeated. Bman pointed down the hall dramatically.

"Control Freak!" he yelled. "I'm coming for ya!"

"Bring it ON!" yelled the techno geek. The team then ran into the underground castle.

The place was littered with Koopas, Paratroopas, Hammer Brothers, Bullet Bills, and Bob-ombs. All of which have Control Freak's ugly mug on their face. Bman saw several high platforms above them. He turned to the group.

"I'll take the high road while you guys take the low road." He jumped high up, somehow scattering some leaves at his feet, and landed on the high platform in surprise. He grinned.

"Now this is handy! Let's a-go!" he said in a Mario mockery.

"Well, if that's your game, look the part!" CF's voice blared throughout the castle as Bman and company changed appearance because of his remote.

Bman's brown became red as he gained overalls, a fake mustache, and a red hat with his 'XD' on it. His raccoon ears were still shown through the hat. Buttercup gained a green hat that said 'B' on it, blue overalls, and a fake mustache. Dexter's hair became pointed upwards in a wavy point, his glasses were replaced with large swirly ones, and was given a red vacuum cleaner on his back. Domino was wearing a blue vest and white mushroom top with red dots. Geno remained unchanged.

The group studied their outfits. Bman cheered and jumped in celebration of his new outfit. Buttercup scowled.

"I'm a girl you douche bag!" she tore off the mustache and threw it on the ground, crushing it with her sneaker as she uttered several curses. Dexter moved his hands around blindly.

"How can anyone see through these? And what's with the vacuum?" he almost bumped into Geno, but the doll helped him recover. Domino's face was that of dry humor.

"Ha ha. Very funny…now…" he made a dramatic pose far cooler the CF could make. "Let's give 'em hell!" the group cheered as Buttercup flew up with Bman, leaving the other three sweeping the ground. Geno was guiding Dexter along by hand, for he could not see without his glasses.

Buttercup shot down some Paratroopas with her lazer eyes as Bman swatted back the Bullet Bills with his tail. Bman was jumping gracefully between platforms, enjoying his new agility.

"It feels great to move like this!" remarked the hero. "I'm all flexible and shit. Buttercup, check it!" He did a split with his legs; ducking two Paratroopas in the process, making them injure each other.

"This would have killed me before!" he said. Buttercup sweatdropped.

"You're such a kid." She said. She saw the cannon-like Bill Blaster that was shooting the bullets and set her sights on that.

On the ground, Domino and Geno were doing the majority of the fighting, keeping the blind genius from hurting himself. Dexter somehow fumbled with the vacuum.

"If I'm supposed to be a scientist, then I'll make you all feel the true power of SCIENCE!" he pointed the vacuum at the crowd of minions with confidence as Dom and Geno gave him some space. With a flick of the switch, Dex activated the device.

Awkward silence filled the ground as the vacuum just sucked in air, not damaging anyone. Geno and Domino sweatdropped. The enemies suddenly charged after Dexter, who was running away panicky.

"SCIENCE! HOW COULD YOU ABANDON ME?" he cried.

"Shit." Cursed Geno. "Geno Whirl!" he send a sharp energy disc flying at the enemy group, destroying them all on contact. Several Bob-ombs then fell from the sky, exploding on the overwhelmed doll.

Domino cried in alarm. "Geno!" He saw Dexter struggling to see, ran over to him, and jumped on his head. "Fire where I tell you to, alright?"

"Roger." The boy genius pulled out his ray gun as Domino began to shout orders.

Up above, Buttercup and Bman were getting closer to the end of the barrage of enemies, their target being the Bill Blasters. Several Paratroopas then flew up to them.

"Stop them!" one shouted. Buttercup released a Sonic Scream from her mouth, killing all the turtles. A Bill Blaster shot in defense, but she bitch slapped the bullet away. She saw Bman charging right for the Bill Blasters head on and got scared.

"Bman! Wait!" he smirked.

"I got this!" he assured. As he dodged the bullet barrage, he stepped up right in front of the cannon. The Bill Blaster suddenly stopped shooting, even though it would probably hit at such close range.

"They never shoot point blank." Explained the hero boy. Buttercup nodded, flew in close, and tore it out of the ground! Bman went to a similar conclusion.

"Power Drill!" as he held his hand up, the drill surprisingly came out in his tail's place! Bman looked confused.

"Well…whatever!" he drilled through the cannon's shell, destroying it. Buttercup noticed a large button under the cannon.

"Huh? What's this?" she slammed the button with her strength. The castle rumbled as a hidden passage opened. Screaming could be heard from the room.

"Help me! Someone!" Bman's eyes instantly glazed over as a wide grin appeared on his face. His tail perked up as well.

"Could it be?" he floated down to the ground floor as Buttercup looked confused, following him down.

"Who's that?" before Bman could explain, Domino shouted.

"Geno! Get up!" Bman and Buttercup ran over to the fallen doll and gasped. His body had several holes in it, his clothing torn. Geno slowly struggled to stand up.

"I-I'm fine. I can still…fight." He limped slowly to the open gate as Bman reached out to him.

"Miracle Cure!" But the green light did not envelope him, and he remained the same. Bman was shocked as Geno kept going. He turned to Domino.

"Why didn't it work?" he said scared. This was the first time his heal move didn't work on someone. Domino looked deep in thought.

"Hmm…this may be because he isn't organic. He's a puppet. He has no cells to heal. Sorry Bman." Domino looked sad that he couldn't give better news.

"Why do these glasses detest me so?" questioned Dexter. Buttercup took them off, spit on them, and cleaned them. She put them back on Dexter's face.

"There. Happy?" Dexter blinked in test. He saw everyone again! He then blushed in embarrassment at the fact that he didn't think of that sooner. He coughed awkwardly.

"Very much so. Thank you." Buttercup smirked.

"Whatever genius…" Bman ran after Geno with the others behind him.

They entered the room to find a sturdy bridge suspended over a boiling pit of lava! The heat was evident in the air, but the group was unaffected. Before them stood the back of a large turtle with spikes on his back holding something shiny in his hand. Geno's body lay discarded behind it.

"GENO!" the group cried. Bman got angry with the attacker.

"Alright! I've fucking had it up to HERE with this bullshit!" in his anger, he triggered B-Mayhem and changed Dexter's glasses back to normal. Everyone else discarded his or her costumes over the edge. Bman, still dressed like Mario, took a fighting stance.

"Bring it on Bowser!" When the monster turned, it was not Bowser. It was actually a Bowser look-a-like with Control Freak's face! It even had his shirt and coat sleeves on! It laughed evilly.

"I'm surprised you made it too the final stage, Bman. But this is where is ends!" the monster roared and doubled in size.

Location: Hero Island

In the real world, the real Control Freak was mashing buttons on the controller eagerly. He was talking through a head set to the trapped players in his little game.

Location: Forest Maze

In the game, CF continued to taunt them. "Video games may be your area of knowledge hero, but I'm more powerful then you will ever be. Even the mighty Geno fell at my feet!" He held up the shiny object as proof as Bman growled.

"He tore his soul right from his body?" questioned Dexter.

"No, Geno is actually a star! He possessed the doll's body to help Mario in game!" explained Buttercup.

"Even so, if he lost like that…we may be in trouble." Warned Domino. Bman ignored the warning as he attacked.

"Raging Flame!" His attack however was met with CF's own fire breath. The two attacks collided in a dramatic mix of flames until both moves faded. Buttercup flew up and spun at high speeds, sending a tornado out at the beast before flying at it herself.

CF retracted into its shell, making the tornado ineffective and protecting itself from the fighter girl's charge. She continued her assault until the shell spun, sending her back. Bman caught her before she hurt herself. Dexter stepped forward and made a fist, charging power.

"Let's see how he likes my Proton Fist!" the energy punch slammed into the shell, actually cracking it. The creature smacked the genius back with his tail just as Bman charged forward.

"Power Drill!" his drill eventually shattered the shell off, exposing the rest of his coat.

"You'll pay for that!" he started tossing hammers down at the group. Dexter reacted quickly.

"Magna Ball!" The red sphere attracted the metal hammers away from their heads. Buttercup flew behind the monster and charged with a drop kick, knocking the beast on his belly. Domino charged forward.

"C'mon! To the other side!" Dexter and Bman followed, but Bman faltered when he saw the star still in the monster's hand. Bman then ran down the arm, careful not to fall in the lava, warhammer in hand. Domino panicked.

"Bman! WHAT THE HELL?" Bman dug the sharp end of his weapon into the arm, causing it to release the star.

"No one gets left behind!" The star however started falling down slowly, causing Bman to gasp.

"C'mon Geno!" he reached out to grab the star, but was too far. He jumped at it and caught the star, but he was slowly falling down. The star gave him small upwards momentum luckily.

"Almost there…" he said.

"Rejected!" surprised CF as he threw another hammer at Bman's head. The attack hit its mark, causing Bman to loose his raccoon parts in a puff of smoke and leaves. Without his tail, Bman fell much faster.

"BUTTERCUP!" he cried out. The green girl saw her friend falling.

"I'm coming Bman!" she stated as she flew down to catch him. Dexter also went back to pick up Geno's doll body.

"Perhaps I can repair this…" he mused. Domino was the only one on the other side, with a large red button with a white skull on it. He was currently jumping on it, but it didn't go down.

"Hey, I COULD USE SOME HELP OVER HERE!" he yelled. CF got up and roared before Dexter got to the other side. Instead he raised a hand over his head and snapped his fingers.

"Orbital Attack!"

Suddenly, several blue satellites crashed through the ceiling and fired lazers down at Control Freak before returning from where they came. He roared in pain as Dexter snapped his fingers again. At that time, Buttercup rose up with the Bman and star in her arms.

"Teleporter!" he disappeared in a flash of blue and reappeared behind the beast with Domino. He tried to push the button too, but it didn't budge.

"No luck…" he muttered. Buttercup then threw Bman over the monster. CF looked smug.

"Missed me!" he teased, sticking his tongue at her.

"Look again, loser." She pointed at Bman as CF turned in horror.

"Gravity Bomb!" shouted the hero as he slammed the big button down, causing the castle to rumble. CF tried to run over to their side quickly.

"NO!" he yelled at the bridge collapsed, leaving him running in midair. He looked down comically, pulling up a sign that said 'Dammit'. He fell into the lava, screaming. Bman did a Mario-esque pose and cheered as Geno's star flew around him. The others smiled and sweatdropped at their friend's uplifted mood. A voice interrupted their thoughts.

"Could someone help me down please? That mean monster that looks like Bowser abducted me and locked me up here." The group looked up to their right and saw a cage suspended overhead. Inside was a beautiful girl with a pink dress, long blonde hair, blue eyes and a crown.

It was none other then Princess Peach! Bman started to immediately Perv Out, somehow resprouting his tail, which was erect. Buttercup gave a perhaps…jealous glare at the princess as Dexter face palmed. Bman shot right up next to the captive and smashed the lock with his tail.

"Going down Princess?" he said as suavely as he could muster. Peach blinked in response to his appearance.

"Why…thank you but…why do you…look like Mario?"

"I'm a HUGE fan! And by the way, I'm the Bman." He held out a hand. "You're safe now, my Princess" she nodded and leaned in close. "Thank you for saving me, Bman." She gave him a kiss on the cheek and Bman starting Perving Out. He suddenly grabbed the Princess in a fit of passion and pulled her into a deep kiss! Peach was shocked at first, but she soon slipped into the feeling and kissed back.

On the ground, Buttercup's face became very red and Dexter had a nosebleed. Geno's star started circling the cage as it slowly started to lower, giving off sparks of light that looked like fireworks as a Mario fanfare played in the background. Domino sighed from his position at the cage's crank and moved back to the group.

"My little Bman's growing up." He said with a small smile. Nothing was said, as the only sounds being heard were moans from the two in the cage and Geno's star giving off light.

"Shouldn't we…do something?" asked Dexter. Dom shook his head.

"Give it a few more minutes. This has been a fantasy of his for a long time. He's deserved it." Silence.

"…I think I saw tongue." Remarked Dexter.

Location: Hero Island

Back in the castle, Control Freak was having a hissy fit.

"THAT'S NOT FAIR! HOW COME I LOST AGAIN? I KNEW I SHOULD HAVE GOT THAT BUTTON REMOVED!" he suddenly snapped his fingers.

"I GOT IT! If I unplug the console while they're still inside, then maybe they'll be trapped forever! It's perfect! Say good-bye to your precious life Bman, because it's g-" CF was cut off as a flash of purple light appeared in the room. It revealed a tired Gwen Tennyson and Spyro the Dragon! CF looked scared.

"W-What? Bookworm and dragon? H-How did you two get in here?" Gwen shook of her dizziness as Spyro spoke up.

"Who are you? And what are you doing in here?" CF panicked.

"Who me? I'm not trying to destroy the Bman or anything like that, if that's what you're thinking!" he slowly tried to make his way to the console, but a growl from Spyro stopped him cold. Gwen walked over to the geek and held him down with her Mana.

"Where are they?" she demanded. Spyro looked at the screen and grinned.

"Go get 'er Bman! Woot!" Gwen turned to see the Bman and friends on screen. She gasped in surprise.

"How did you all get in there?" Domino somehow saw the screen and looked at Gwen through it. Dexter was wiping his nose with a tissue as Buttercup just looked out at the lava pool, kicking some rubble into it. Bman was…occupied.

"That fat Control Freak trapped us in here! Get his remote!" Gwen found the remote lying on the floor and pointed it at the screen. Bman and the Princess seemed to be talking about something, but they couldn't be heard as Gwen accidentally pressed the mute button.

"Oops. Hang on…"

With another click, four human figures and one dog appeared in a heap on the floor. Princess Peach looked at the group through the TV screen, amazed.

One by one they stood up. Bman, Buttercup, Dexter, and finally a fourth figure. This person was the same size as Dexter with a long cape, blue hat, orange hair, brown shoes, and blue pants. On his back under the cape was a large tattoo of a red star. Domino looked up at the figure and gasped. CF freaked out again as Gwen rudely dropped him. Bman took the remote from Gwen to destroy it, but had a Vision Surge instead.

"C'mon guys! It's just a joke! Can't you just agree to disagree? Tell ya what! Join me and we can rule together! How about that? Serve me?" The others were about to shout until the figure spoke up coolly.

"I serve…" the others looked back at him. Bman's Vision Surge ended as Buttercup and Dexter gasped. The figure continued and pointed his fist at Control Freak.

"…a higher authority." His fist shot out like a rocket, punching the nerd back into the wall behind him before returning to the body. He smirked as Bman spoke up in surprise.

"GENO! You're OK!" Geno smirked. "Naturally."

CF groaned and stood up.

"This isn't over Bman Allstaria! You haven't seen the last of Control Freak!" he pulled out a smoke bomb, sending everyone else coughing. Over the confusion, Bman shouted his new move's name.

"Pause!" the sound of a timer was heard as Spyro cleared the smoke with his wings. Control Freak was frozen in his current position, a scared look on his face. Over his head was a grey clock, timing off how long he would remain immobile. Bman smirked and looked at the remote, finding a 'return' button. He pointed it at CF.

"So long loser." He said, sending Control Freak back where he came from. Bman then crushed the remote under his sneaker, a triumphant look on his face.

"Glad that's over with." Said Domino. Dexter turned to Geno.

"How is it that you're taller here? And how did you get out of the game with us?" Geno shrugged as he inspected his new body.

"Beats me, man." Buttercup turned to Gwen and Spyro while Bman turned back to the TV.

"So, where did you and Spyro go off to?"

"Well, I went to Bellwood in hopes of finding more of Spyro's friends trapped as toys. I figured that if Professor Paradox got Bman the gift with Spyro here, then they must have more." Explained Gwen.

"I also figured that if Bman freed me with his magic, then he could do the same with Gill, Trigg, and all the other Skylanders!" added Spyro. He suddenly changed from excited to sad.

"Unfortunately, we didn't find anyone…" Gwen bent down and patted Spyro in comfort. "As soon as I got an emergency text from ROTOM, I came right back here." Buttercup nodded at Gwen's explanation. Bman groaned in the background.

"Oh man! Peach left!" he hung his head in sadness as Domino looked over Geno.

"What's that in your pocket?" Geno looked surprised to find two notes sticking out of his pocket. One blue and one pink. He looked at the blue one first and red it aloud as the pink one fell on the floor.

"Dear !," he red. After the first word however, it sounded like a strange sound that none of them could possibly mimic. Geno continued.

"I have been watching over you for some time now, especially after your departure back to the ground after so long. I've seen how much Bman has risked for your safety and how much they all care for you. It has been decided that you are to remain with Bman's team until further notice. We do not want you to stay cooped up on Star Haven all your life! This is less of a punishment and more of a…fighting vacation. I do hope you understand where I am coming from, as I have not been to earth in about 100 years or so! I have also given you a few Mushrooms just in case! May the stars shine down on you, my dear Geno. Love, your Special One. XOXOXOX."

As he finished the letter, Geno felt a blush creep up on his face.

" Who was that my dear Geno?" ribbed Domino. Geno looked flustered.

"Just…someone special." Dexter then noticed the pink note that fell on the floor. "What about that one?" he asked. Geno picked it up and red it to himself. He suddenly got a blush and sighed. Gwen was curious.

"What does it say?"

"Bman, Peach gave you her phone number." Bman cheered loudly as the others face palmed. He quickly snatched the paper from the mannequin and stuffed it in his pocket.

"THIS THE BEST DAY EVER! I GOT A PRINCESS' PHONE NUMBER, MAJOR STREET CRED FOR LITERALLY BEATING MY VIDEO GAME, AND A NEW FRIEND!" He gave Geno a bro hug and smiled. "This is the best adventure of all..." he said teary eyed. Buttercup scoffed.

"Yeah right…" she said to herself. Domino however heard her.

Later that night, R.O.T.O.M. roamed the halls of the quiet castle. Despite it being some time in the early morning, everyone slept in from last night's incident. He made his way to the game room to find Bman, Domino, Dexter, Geno, and Buttercup all asleep in a pile on the couch. The TV displayed the pause screen of a racing game, controllers found on the four humanoids. R.O.T.O.M. quietly extended a cable into the Wii, downloading the same game that Bman was sucked into. With the file complete, he went to the Portal and downloaded the data, making it available from the Portal.

With that done, R.O.T.O.M. checked his surrounding. As soon as he felt that he was alone, he checked his email. There was the picture of Bman in his Tanooki Suit. He saved the picture onto his hard drive, and then quickly logged off.

He pulled out a hidden drawer on the console in tune to his systems, revealing the notes from Professor Utonium that he asked Dexter to collect for him. It showed his most successful formula; the one for the perfect little girls. The same one that he used to make the Powerpuff Girls from.

He shuffled the papers to a nursery rhyme he printed off of the Internet; "Sugar, Spice, and Everything Nice; That's What Little Girls Are Made Of." It read. Further down the page was another rhyme from the same site. "Snips, Snails, and Puppy Dog Tails; That's What Little Boys Are Made Of."

R.O.T.O.M. sighed as he put the files away.

"Soon," he whispered.

"Soon…"


	10. Mayhem Meets Anarchy Part 1

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Unknown  
Normal POV

There was sun shining down on the city below, despite all the clouds in the sky. The city was always bustling with activity, be it businessmen, criminals, or even the hookers downtown. The most prominent feature in this city was two neighboring buildings that looked like horns.

Off in the distance, was an old church and graveyard on a cliff. Inside looking out was a large African American man with a large Afro. He wore a white robe with orange crosses, a long black undershirt, and had a beard that connected to his sideburns and Afro. His piercing red eyes intensely glared out at the departing pink vehicle driving away from his location. He took a deep breath and exhaled.

"Daten City," he began. "A town clinging to the threshold between Heaven and Hell. Where the peace of its human inhabitants is regularly threatened by foul tempered, evil spirits. The number of these Ghosts has been rising exponentially, and with the arrival of the Demon Sisters, things are looking even grimmer then before. Even with two Angels cast down from above to deliver us from evil, they are not ready to defend our blessed home from further destruction. If only those bitches actually gave a damn…" he added bitterly. "What do you think, Chuck?"

He turned around to see a small green dog with zippers on his body derping around, not even listening to the man's words. One of the dog's eyes was bigger then the other, and he kept repeating his name as if he were a Pokémon. The man grew angry with this and shouted at the dog.

"DAMMIT CHUCK! WHY THE FUCK DON'T YOU LISTEN TO MY MONOLOGUES? IT'S A SIN TO IGNORE THE WISE!" Chuck didn't care as he began to hump a pile of Bibles lying on the floor.

Suddenly, a bolt of white lightning came down through the roof, somehow without breaking the ceiling, and struck the zipper dog. As Chuck spazzed in pain, the priest smiled wide.

"Thankfully, we have been blessed with yet another message from Heaven!" he said proudly as the lightning stopped striking Chuck. As Chuck lay smoking on the floor, the dog spit up a piece of paper. The priest observed the note, reading 'EAGLE' with several stars surrounding it. The priest looked confused as Chuck quickly recovered and started to derp around again, repeating his name all the while.

"What in the great Heavens above could this mean?" Just as he said that he heard talking coming from outside the church. He peeked out the window to see a group of people coming closer. His eyes widened.

"Could it be?" he asked and looked back at the approaching crowd. He saw a girl in pink with a bow, a small red dog, a boy in green, a boy in black and a walking mannequin. His eyes settled to the boy in black, whom had an eagle and stars decorated on his shirt. He smiled widely.

"Oh, thank you Almighty One for your wisdom and guidance!" He then turned to Chuck again. "CHUCK! STOP HUMPING!"

Outside the church, Bman, Geno, Blossom, Ben and Domino stopped at the door when they heard screaming and things breaking. Bman looked at Geno worriedly.

"Are you sure that we should go in there Geno? Seems sketchy…"

"But so did everywhere else went to." Argued Domino. Ben nodded.

"Let's just go in here and ask if they've seen any monsters or something around." He said.

"The sooner we leave this place the better. The stares I get from the men here creep me out…" Blossom shuddered. Geno turned to Bman.

"Whenever I get lost, I always remember to follow the light above and it will lead me to success. I don't know how churches work here, but the principles are the same." Bman looked unsure as he reflected over what to do.

"Well, if ya put it that way…" Suddenly, the doors opened, revealing a large black priest. "Welcome, children." He said in a loud voice. "Please come in. Our Lord turns away no person or creature that needs her assistance." The group exchanged glances and nodded.

"Thank you very much." Said Blossom as they entered. The priest nodded in acknowledgement and closed the doors.

Inside the church, they saw that it was in need of some repair, but was very nice. Especially the stained glass windows. Domino saw a green dog with zippers on the floor, so he walked over to make conversation. The priest addressed the group.

"Welcome to our humble church. I am Reverend Garterbelt. How may I help you?" Geno nodded.

"Nice to meet you Reverend. I am Geno. I have come from another world with my friends Blossom, Bman, Ben and Domino, seeking information." Garter's eyes lit up at the mention of Bman, but didn't address it.

"What do you wish to know my child? The Lord knows all for others to learn." But before Geno spoke up, they heard stomach's growling. Everyone turned to a sheepish looking Bman and Ben.

"Well…" started Ben.

"Do you have any food?" asked Bman. Domino face palmed while Chuck laughed. Garter nodded and stuck out a hand.

"This way, children. I have burgers and sausages in the house." He led the group upstairs to the main living area.

"Please, sit here while I prepare your food." Garter moved into the kitchen, kicking Chuck out in the process. Seeing the dog flying, Blossom caught him, who seemed thankful that he wasn't hurt. As Garter prepared the things he needed in the kitchen, he saw the door open. Looking down, he saw Domino walk in with an apron and chef's hat.

"I'll help you with the food, Reverend." Said the puppy as he climbed up to the sink and washed his paws. Garter looked intrigued at the talking dog and his etiquette.

When all the food was ready and everyone was eating, Blossom spoke up.

"Wow Reverend! This sausage is so good!" She complimented. Garterbelt laughed.

"That's cuz it's black, baby! You won't ever go back!" He said, earning a weird look from some. Garter turned to Bman and his cheeseburger.

"Now, was their something y'all wanted to ask me?" Bman stopped mid-bite and looked at the priest.

"Well, we wanted to know if you've seen anything strange or evil lurking around recently." Garter looked intrigued.

"Why do you wish to know that? Out of curiosity."

"Well, like Geno said, we come from another world to this one in hopes of finding anything with great evil power so I can defeat it before it gains strong enough to travel between worlds and destroy them all." Garter nodded. "And you are fully capable of such things?" he asked. Bman nodded confidently and showed off by charging his Bman Punch.

"I'm plenty capable. We all are." They others nodded between bites. Garterbelt's white angelic cell phone rang, pulling him out of the conversation.

"Hello?...ah Brief!...what happened?...Yes…Yes…And they did? Tonight of all nights?...Could they…NO?" Garter grew more upset throughout the phone call, and his outburst startled them all. He suddenly stood up and flipped the table in anger.

"THOSE STUPID FUCKING BITCHES!" he yelled. The table flew through the wall, but didn't hit anyone. Everyone was however covered in food and sauce from the flip. Except for Bman, who was next to Garterbelt. The Afro priest calmed down.

"I apologize for my actions."

"Hey, no biggie. This stuff will wash right out." Reassured Ben.

"Where's the bathroom?" asked Blossom as she removed a sausage from her hair.

After Garter finished cleaning up the kitchen later that evening, he went back down to the church and saw Bman praying in front of the alter. Curious, Garter moved closer to hear what he was praying for. But as he got close enough, all he heard was 'Amen'. The hero got up and turned, surprised to see Garter behind him.

"O-Oh! Hey Garterbelt." He said slightly embarrassed. Garter smiled at the teen hero.

"There is no need to be embarrassed my son. I am a loyal follower of the Lord. Is there anything you would like to talk with me about while I am here?" Bman shook his head.

"I'm good Garter. I was just praying to say thank you." Garter looked intrigued again.

"Thank you?" Bman nodded and looked at the stained glass window.

"It has been a while since I last prayed, but I wanted to take the opportunity to give thanks for how good my life is now. Never in a million years would I have actually believed that this would happen to me. Being chosen to save worlds, gaining super powers, and meeting the best friends I could have asked for. I'm thankful that I was this lucky in my life." Garter smiled at the hero's revelation, now with a good understanding on who Bman is.

"Garter, you called us?" asked Ben coming down the stairs with a towel, cleaning his hair. The others followed along side of his with Chuck. Garter turned to the group.

"I have very aggravating news that I must speak. In about 25 minutes, there is to be a band performing downtown that is supposed to raise money for church repairs. However…the two vocalists have lost their voice due to…sabotage." The group was surprise to hear this but let Garter continue. "I have to attend to them, so I cannot perform either." He turned to Bman. "Is it possible for you to step in for us and perform?" Bman smiled.

"Of course we will! My singing voice kicks ass!" the others liked the idea as well and nodded. Garter grinned and patted Bman on the back.

"Excellent! Now what we need is a ride. Those bitches already took See-Through…" he pondered. This time Bman patted him on the back.

"I got this too. B-Mayhem!" With that, the group disappeared from the church and reappeared backstage. There was a guy nearby who was startled at the sudden appearance and fell into a garbage can. Blossom saw him fall and went to help.

"Oh! Sorry about that! Let me help." She pulled the boy up right to get a good look at him. He had long curly orange hair over his eyes, grey headphones, a green jumpsuit, and a grey metallic backpack-like device on his back. He looked flustered.

"T-T-T-Thank you." Garter approached the boy.

"Brief! Where are those bitches?" he yelled. Brief panicked and shook his head.

"I-I-I-I don't know! They kept kicking me when I tried to keep them calm and they just stormed off!" he stuttered. He held up a purple bone cat stuffed animal as proof. Garter sighed deeply as he left the backstage area.

"OF MOTHER FUCKIN COURSE THIS HAS TO HAPPEN! WAIT TILL I FIND THOSE LITTLE BITCHES!" he ranted. The group sweatdropped as Brief walked up to Bman.

"Are you going to perform in their place?" he asked. Bman nodded as Brief gave them sheet music and lyrics.

"I'm sorry you don't have more time to read it, but you're on in 10. I have to go find the girls."

"What do they look like?" asked Geno to be helpful.

"One has long blonde hair in a red dress and heels, gold necklace, red earrings, gold bracelets, and blue eyes. The other one has long violet and pink hair in a black gothic dress, blue striped stockings, a blue bow, and blue eyes. Their names are Panty and Stocking." The others looked confused at their names, but nodded in understanding.

"Don't worry. We got this." Reassured Ben as the group went behind stage. Geno took a seat at the drums, Ben took the guitar, Blossom took the bass, and Bman got the mike up front. Domino climbed on Bman's head.

"Are you sure you know the lyrics enough?" asked the guardian. Bman shrugged.

"Not really. All I know is to say Anarchy a lot. Other then that, I'll wing it." Domino face palmed in shock as the curtain started to shake.

"We're doomed…" he mumbled.

"Now, here is Panty and Stocking with Garterbelt singing D City Rock!" said an announcer. The curtain rose up slowly.

"Look sharp guys!" said a smirking Bman. But the smirk went away from his face once he saw the crowd. It was nothing but thugs and some assholes they passed through in the city! They started throwing junk at the group.

"You're not Panty!" Shouted one.

"I want Stocking!" yelled another. They started chanting their names as the crowd slowly began to riot. Bman spoke into the mike.

"H-Hey chill out! We're not them I know, but you're here with…uh…" Bman looked over to Ben for some kind of name for the group, but all he got was a shrug. He heard Domino sigh before he got an idea, leaning into the mike.

"Bman and Ben 10 with Domino!" The group and Garterbelt in the crowd face palmed. Bman continued.

"And we're singing…B City Rocking!" He made a motion to Geno to give them a beat. Geno banged his sticks together.

"1, 2, 3, 4!" He started to play a low beat, effectively quieting the crowd. Brief breathed a sigh of relief that they were playing the music correctly before he was picked up and held at knifepoint by two thugs. As the music developed along, and after Blossom and Ben began to play their parts too, Bman took a small breath to prepare him for his song cue. Suddenly, he sang:

"**They call me Bman, the loco superhero. **

**How you doin'?" **

He winked to the crowd, causing some girls to scream in approval. He then noticed Brief and the thugs, a scowl coming across his face.

"**I'm telling all of you, if you're bad,"**

Bman sent out a quick Lightning Surge to the thugs, freeing Brief.

"**Dark hearted, I'll find you." **

He flipped off the thugs with a smirk until something caught his eye. In the back was none other then Panty and Stocking! Bman pointed at them, glad that they were found. He felt himself blushing hard at their appearance. Brief never mentioned how hot they were, especially Stocking!

"**Hey, I found those sisters! Dude they got some big**

**Tits, so yummy."**

The two sisters looked surprised that they were found out but the crowd loved the fact that they were there with them. Panty smirked at the compliment while Stocking looked at Bman. The group physically faltered for a second when Bman said that last line, but Domino pounded on his head, bringing back to his senses.

"**Oh sorry, I'll focus on singing this ditty. **

**It's not my fault I'm horny!"**

The last statement made Panty smile wider and Stocking smirk in the crowd. Bman kept his composure as he kept singing.

"**Domino! Why yes I know I've gotten a new power! **

Domino was currently doing a little dance on Bman's head, waving his paws happily.

**B-Mayhem! Rodger that! Let's get crazy!"**

With those words, he really did use B-Mayhem, sending several distortions over the crowd. B-Mayhem's background music followed Geno's drumbeats to the chorus line. As the chorus was sung, strobe and colored lights dispelled from the distortions, making everyone dance. But it also made Garter's job of finding the sisters harder.

"**Anarchy! All those bitches be crazy!**

**Anarchy yeah! Haters got nothing on me!**

**Anarchy! Let us run wild and free!**

**Anarchy yeah! Don't mess with the Bman!"**

After some more musical interlude, Bman continued.

"**Me and my team are cool like that**

**Like my best friend, Ben Tennyson."**

At mention of his name, Bman and Ben quickly high fived.

"**Spyro the Dragon's super hot."**

At the last word, Bman used Burning Hero to show off.

**"Burns sheep up, cuz he can."**

When Bman's flames died out, Domino was left slightly charred. He then licked his paw and put out his tail, grumbling.

**"Dexter is a slick dude**

** And Geno is badass. For real."**

Geno gave a nod at mention of his name. In the crowd, Panty and Stocking looked at each other deviously.

**"The Powerpuffs love me cuz I saved them from baddies."**

Blossom winked at Bman when he mentioned her and her sisters.

"**Like a brat and a monk-eh?"**

As the last word was being said, Bman was suddenly hit in the face by some kind of cloth. Taking it off of his face, he saw that they were two pairs of panties, much to the group's shock. He looked at the crowd to see Panty doing suggestive motions with her hand while Stocking was intimidating Brief over the stuffed cat he had. Panty suddenly flipped up Stocking's dress, exposing her bare ass to the stage! Bman completely

Perved Out, much to Domino's worry. However, he still kept time to the lyrics.

**"Stocking-chan! I wanna slap your sexy ass around!"**

As Stocking seemed to argue silently with Panty, as their voices were still lost, the others were shocked at what Bman said. The crowd seemed to cheer at the idea of such a thing.

**"Panty's too! C'mon girls, let's get freaky!"**

Geno dropped another beat, as Ben became Four Arms, stopping Bman from running off of the stage at the two girls. Domino was reprimanding Bman, but his words were drowned out by the music. As Four Arm's top two arms held onto Bman, the other two continued to play the guitar.

**"Anarchy! Why you no respond to me?"**

Bman then slipped out of Four Arm's grip, and somehow his shirt, and began posing to the crowd, earning him cheers from some girls, and surprisingly some guys too. Domino was dangling out of Bman's collar, frustrated.

**"Anarchy yeah! Do you not like what you see?**

** Anarchy! Me love you long time!"**

Panty whistled loudly, and then looked shocked that her voice came back. Stocking gasped, meaning that her voice was back too. Back on stage, Bman began calming down as he put his shirt back on and normalcy returned somewhat.

**"Anarchy yeah! Anyway I'll just move on…"**

After more music, the tone slowed down as Blossom spoke the next line, followed by Geno.

**"You got to show…the strength inside of you…"**

Ben spoke the next part, and then Domino, smiling at Bman and playfully bopping his head.

**"You know I know…it does get random too…"**

The next part was all Bman.

** "Before I grow…up just, like, let me say…**

**Your sleeping awesomeness…"**

For the next line, surprisingly, Panty and Stocking came on stage and sung with Bman, as did the group behind him.

**"Wake it up! Wake it up!"**

Geno dropped the beat again as the crowd cheered for Panty and Stocking. The two took an unused mike from off stage and began to sing the original lyrics. Following was a blushing Bman with his lyrics.

**"Anarchy! Everyone wants to be me!**

** Anarchy yeah! Haters got nothing on me!**

** Anarchy! Shake that thing wild and free!**

** Anarchy yeah! Don't mess with the Bman!"**

As the instrumental started coming to an end, the crowd suddenly went from fist pumping to a riot. The group slowly started to back up when Panty and Stocking threw some equipment at the crowds. When their piece was finally over, the police busted through the door and came in hordes.

"STOP! NOBODY MOVE!" said a cop. Bman and everyone on stage had a 'WTF' look on their faces.

"…fuck that." They all said as Bman used B-Mayhem on everyone on stage, Garterbelt, Brief, and Chuck, taking them all back to the church with the money collected.


	11. Mayhem Meets Anarchy Part 2

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Daten City  
Normal POV

After everyone was back at the church, Stocking snatched something from Brief and quickly ran away. Garter beamed at the overflowing money jar.

"WELL DONE BOY!" he praised. "This should be plenty for repairs!" Panty scooted closer to Bman with a sly grin.

"That was some hot singing you did, big boy. Really got me off…" she moaned pleasurably and winked, causing the Bman to blush heavily and discharge.

"Uh, thanks P-Panty." He stammered. She winked at him and flaunted off upstairs. Geno put his hand on Bman's shoulder.

"My friend, you got it bad." He said. Bman blushed and looked nervous.

"What do you mean?" he lied.

"You know what we mean. You got crazy fast over those two, but I can't really blame ya really due to what happened…" said Ben winking at Bman.

"Let yourself not be discouraged by the temptations of the flesh." Spoke Garter. "But do be warned that those two are nothing but greedy bitches." Bman looked upset at Garter.

"They seem nice to me." With that, Garterbelt and Chuck cracked up laughing, rolling around on the floor. Everyone sweatdropped as Bman turned to Brief.

"Aren't they nice people Brief?" Brief looked scared and just mumbled lots of things until he started foaming at the mouth. He then fell over unconscious as Garter calmed down. Bman huffed and walked after the two girls, Chuck trailing him.

"May heaven's light protect that boy." Said the Reverend as he prepared sleeping arrangements for everyone.

Upstairs, Bman was following Chuck around the house. In the side room connected to the church was Stocking's room, where Bman found Stocking huddled over something small. As Bman creaked the door, Stocking threw something at the doorway.

"FUCKIN PRIEST!" she yelled. Bman screamed as he ducked the object, holding his hands up in a sign of peace.

"Hey wait! I'm not Garter!" He moved closer and waved his hand in a friendly way.

"I'm Bman." Stocking looked unimpressed.

"Why the fuck should I care?" Bman looked stunned at the response he got. Certainly not the one he was expecting.

"Well, I did help raise all the money for the church."

"Fuck the church. The whole thing was that fucking Afro priest's idea anyway. I just wanted to stay inside and eat cake." Bman moved his head to see what she had in her hand better.

"What ya got there?" Stocking hid it from him and got defensive.

"NONE OF YOU FUCKIN BUSINESS! PISS OFF!" Bman moved closer, hurt.

"I just wanna help…" Stocking started to kick him in the face to get him away.

"I SAID GET THE FUCK OUT BASTARD!" After falling on the floor in pain, Bman took the hint. Before he left, Bman stopped at the doorway.

"B-Mayhem…" he left after that, following Chuck back to the main building. Much to Stocking's surprise, her torn up cat doll was repaired. She was shocked as she looked to the doorway, processing what just happened.

Back with Bman, he had arrived at the slightly opened door to Panty's room. He heard several pleasurable moans, and looked reluctant to enter.

"I don't think we should go in Chuck…" disregarding his words, Chuck pushed open the door and strutted right in. Bman saw Panty on the bed, making him blush as red as Domino's fur. He saw Panty, naked, and pleasuring herself with a dildo! She noticed Bman standing in the doorway and smiled seductively.

"Hey there stud. Wanna fuck around?" She noticed Chuck derping around on the floor and got angry.

"PISS OFF PIGGY!" She juggled Chuck with her feet and then kicked him into the wall, splattering him. Bman's face paled at the sight of Chuck's death. Panty turned back into being seductive, eyes shut in ecstasy.

"So, you gonna cum in me or-eh?" she opened her eyes to see Bman no longer there. She shrugged it off.

"Sucks for him…" she said before continuing what she was doing.

The next morning, Garterbelt walked into the kitchen to see Blossom and Domino preparing breakfast. He smiled wide and proud.

"Good morning Miss Blossom. And good morning Domino." Both turned to Garter and smiled, returning the greeting. Blossom was setting up plates as Domino cooked French toast and ham for everyone. Garter took a seat.

"May the heavens bless you both for your kindness today. Especially you, Miss Blossom." Blossom looked embarrassed at the praise.

"Oh, it's nothing really. I do this a lot at home anyway."

"But it is not everyday that you find a girl who is not a greedy, horny, selfish bitch." He explained. Domino looked up curiously from the food.

"Are Panty and Stocking really that bad? I know what they did while we were on stage, but are they always like that?" Garter nodded seriously.

"Those two care about no one but themselves. It's truly a miracle if anyone could seriously put up with them." Just then, the two sisters in question walked in.

"Having a good morning Panty? And how you feeling this morning Stocking?" Both girls grumbled and took their seat.

"Hey mutt! Where's the food?" demanded Panty. Domino cringed slightly at her rude behavior.

"Almost ready." Panty pounded the table.

"Well, HURRY IT THE FUCK UP!" Blossom looked crossly at Panty, who started to talk to Stocking.

"Hey Stocking. What's up your fat butt today?" Stocking turned to her older sister. She looked mad at the fat comment, but said nothing about it.

"I tried to get this cute guy in my room so I could hang him up as a decoration, but he ran away. What about you, slut?" Panty looked mad at Stocking with the 'slut' part, but ignored it.

"I went on the prowl for some guys to sleep with, but they both freaked out and ran. What pussies…" Stocking nodded in understanding.

Just then, Bman, Ben, and Geno walked into the kitchen, looking dead tired. Bman's usually puffy brown hair was flattened and unruly, and his face looked as if he'd been beat up. Ben's clothing was slightly torn and he had lipstick on his face. His hair was just as messy as Bman's. Geno looked covered in dirt and leaves from the outside. Garterbelt looked shocked while Blossom and Domino looked curious.

"Damn! What in the hell have you three been doing last night?"

All three said nothing, sat at the opposite side of the table to Panty and Stocking, sat down, and face planted on the table in tiredness. After massing the food onto plates, Domino jumped over to the boys.

"What the hell happened to you guys?" The three spoke tiredly without moving from their position.

"Not…headboard…" murmured Geno.

"No…means…no…" said Ben.

"Splat…fap…splat…fap…" mumbled Bman. Domino looked confused.

"What the hell does that mean?" Blossom became alarmed and pointed at Panty and Stocking.

"Did you two do this to them?" she said angrily.

"Yeah, so what?" said Panty casually. Blossom growled in anger and floated over to the men.

"Why did you do that?" She looked at the three worriedly. "I've never seen them like this…"

"Who cares?" said Stocking, preparing to eat something sugary for breakfast. Blossom angrily looked at her.

"Who cares? I care! And you should too after they helped your butts out last night!" the two girls smirked at the pink puff.

"Fuck off. Don't talk to me until I've had my goddamn sugar." Dismissed Stocking, taking a bite into a piece of cake that she pulled from the fridge.

"What's the matter little girl? Can't fucking curse?" pried Panty.

Blossom could only glare darkly in response. The tension was cut off when a new voice spoke up.

"Chuck." It said. Bman perked up at the voice of the zipper dog.

"CHUCK!" he cried happily, now awake. But as Chuck walked in, he was struck by another bolt of white lightning. Bman's smile faded as he went back to being tired and unresponsive. Domino face palmed.

Chuck spat out a new note from Heaven, reading 'TRIPLE'. Garter turned to the two sisters.

"WE HAVE BEEN BLESSED WITH A CLUE FROM HEAVEN! GO OUT THERE AND DO YOUR JOB!" Panty argued back.

"FUCK THAT! LET THE NOOBS HERE DO IT!"

"WE WORKED HARD ENOUGH!" added Stocking. Garter shook his head angrily.

"BULLSHIT! YOU TWO BIMBOS WERE STUPID TO FALL FOR THAT TRAP BY THE DEMON SISTERS TO LOSE YOUR VOICE, SO FOCUS AND STOP ACTING LIKE FATASS HOES! GET YOUR ASSES DOWN TO THE SCENE, IMMEDIATELY!" he then motioned to the three sleepy boys, Domino and Blossom.

"You take them with you. TRY TO GET THOSE BOYS UP AND AT 'EM!" he yelled before leaving. Panty wiped some drool from her mouth.

"I know how to get them to stand up…" Domino stood defensively in front of them, Blossom blushed and reprimanded her, and Garter looked back in pissed.

"NOT LIKE THAT!" they yelled.

Currently, the group were cruising around Daten City in See-Through, the sister's personal pink SUV. Panty and Stocking were in the front, with the lustful blonde driving recklessly. The boys lay zonked out in the back, with Domino trying to get them to wake up, but to no avail. Blossom flew after the vehicle with concern.

"Anything yet?" she asked the puppy. Domino had stopped checking Ben's pupil for response and shook his head.

"Nope they're out." Blossom sighed as Stocking spoke up.

"Hey Panty! I found it!" the group looked ahead to see. What they found was a giant spider that was eating people in the area of Daten City known as West Hollywood. It had a black body with green lines and red eyes. It was surrounded by several small black and red wisps. Panty grunted.

"Let's get this fucking thing over with…" she said and parked See-Through. The spider saw them get out of the SUV and roared.

"Oh shut up." Said Panty as she started to remove her namesake, as did Stocking. Blossom looked repulsed as Domino had a nosebleed. Blossom then flew over to the two.

"Just what do you think you're doing?" she yelled.

"We're getting ready to fight bitch! What does it look like?" shouted an irate Panty.

"It looks like you have no shame…" retorted the Powerpuff. The two sides engaged in a brief stare down before Domino's voice interrupted.

"HELP ME!" the girls turned to see Domino stuck in the Ghost's web. Blossom and Stocking gasped.

"Domino!" cried Blossom. Stocking had hearts in her eyes.

"I'll save you cutie! Then I'll just eat you up!" she said as Blossom face palmed. Domino sweatdropped.

"I'm not sure who to be scared of: her or this spider…" he said dryly. As he saw the spider open wide, he freaked out.

"DEFINITELY THE SPIDER!" he cried. Stocking removed one of her stockings and transformed it into a sword! Called Stripes, she slashed at the monster, sending out several energy slashes. They cut into the web and monster, freeing Domino. Stocking scooped up the dog in her arm, hugging him tightly.

"Are you OK you adorable little cutie you?" Domino looked like he was being crushed and sighed.

"If she's any sweeter, I'll get diabetes…" he remarked. As the spider struggled to get up, it was suddenly shot, causing it to explode.

"I'M SQUISHED!" It yelled.

Nothing remained except a puddle of goo. Blossom turned to see the gun being held by Panty, looking smug.

"Fuck yeah! Now's where's our Heaven Coin?" said Panty as she looked around on the ground. Blossom looked amazed, apparently underestimating the two.

"W-What are you?" The two looked at her with grins.

"We're angels, bitch!" Blossom had a 'WTF' look on her face as she tried to process their story. Domino jumped out of Stocking's arms.

"Wow, thank you." The angels smiled.

"Yeah, yeah whatever." Said Panty as she stretched.

"Feels good to blow off some steam." Stocking nodded as the pile of goo began to grow behind them. Blossom gasped as the other conscious fighters turned.

Instead of the spider was an even larger Ghost resembling a clove of garlic with smokestacks. It had a jack-o-lantern face and it's breath made their eyes water. The breath was enough to bring Geno and Ben back to their senses.

"Oh thank God!" said Blossom as she flew over to the two. They weren't 100%, but conscious was good enough. "How are you feeling?"

"Better, but not much." Said Ben as Geno yawned. Their faces then contorted. "What is that smell?" Domino turned to them with a clothespin on his nose.

"Apparently garlic, which is too bad." He looked over to the sleeping Bman. "Bman loves garlic. If it was like onions or something, then he would be up too." He turned back to the boys as the bitches complained about the smell, coughing at the aroma.

"You two got this?" the two exchanged glances and nodded.

"No prob." Said Geno.

"Anything to stop the stinging…" added Ben as he dialed for an alien. He turned into a metal HAZMAT suit that looked somewhat like a furnace. He had a Russian accent.

"NRG!" he cried. He fired radioactive heat rays from the holes in his helmet at the monster, but that only added a burnt smell to the air, making everyone gag except for him. NRG's suit protected him from things like that.

"Try something else idiot!" coughed Stocking. Geno stepped forward and took aim at the Ghost.

"Geno Beam!"

Unfortunately, the lazer only sparked, not shooting anything out. Geno looked worried.

"Guess I'm not as awake as I thought." He surmised as the monster blew a large garlic cloud at them. As they were kept occupied, the monster started to leave and head to a more populated area. Blossom quickly flew out of the cloud and in front of the monster.

"Not so fast!" with a deep breath, she blew an icy wind over the garlic giant, freezing it solid. In the crowd, NRG transformed into a giant turtle with a depressed voice. "Terraspin!"

Terraspin then spun like a fan and blew the noxious cloud away. The others slowly recovered.

"Well, that blew…" said Panty.

"You would know." replied Stocking. Panty sauntered over to the frozen food and shot it again, causing an explosion with her gun, called Back Lace.

"SMOKED OUT AGAIN!" It bellowed, leaving behind another pile of goop like before.

Geno sighed as Ben turned human again.

"That was very unpleasant." He said. He turned to the still sleeping Bman.

"But what do we do with you?" he asked aloud. Panty walked over to him.

"Let me try." She leaned forward and started to make out with the sleeping hero, much to everyone's shock. When she pulled away she had a smirk on her face. Bman still slept, some of Panty's drool on the side of his face.

"Guess it didn't work slut." Said Stocking. Panty smirked.

"It did do something fatty." She said.

"What did it do then?" asked Blossom. Panty's smirk got wider.

"It gave him a boner." Everyone face palmed as the goo started to grow again. Domino jumped on him and started to bonk him in the forehead, concerned.

"C'mon Bman…rise and shine…" No response.

"DIE!" screeched a loud voice behind them as the group turned and saw a giant Ghost that had a lady with an octopus vagina floating in the air! Domino started to slap Bman repeatedly.

"WAKE UP MAN! SHIT JUST GOT REAL!" he yelled, having no effect on the sleeping teen. Several tentacles swooped down, some of which grabbed Ben, Blossom, Panty, and Stocking! Geno dodged the snare, but found himself too weak to continue. Domino face palmed.

"Son of a bitch…" he cursed. The tentacle monster screeched loudly as her tentacles crushed the captives. Everyone yelled out in pain or anger, except Stocking. She was currently blushing and making small moans.

"I-It's so slimy and tight!" she moaned. Bman's ear twitched as Domino face palmed.

"I don't believe you…" he said to his sleeping owner. He looked at Geno.

"We gotta make it squeeze them tighter Geno!" the doll looked confused. Domino pointed at Bman and Geno nodded.

"I understand." He shouted at the Ghost.

"HEY BITCH!"

"WHAT?" responded Panty as Geno face palmed.

"NO, THE UGLY BITCH!"

"HEY!" screamed an offended Stocking, making Geno and Dom face palm.

"YOU'RE NOT UGLY!" shouted a frustrated Domino.

"Why thank you!" responded the bitch before she erupted into more moans. Geno looked at the growling dog.

"Maybe bitch is the wrong word…" he suggested. Domino however, completely lost it.

"OH FOR CHRIST'S SAKE! THE BIG UGLY TENTACLE CUNT MONSTER! YOU CALL THAT SQUEEZING? I'VE SEEN BETTER SQUEEZING IN HENTAI THEN YOUR PITIFUL ACT OF AMATURE GROPING!" shouted the irritated Domino. The monster looked offended and squeezed the others even more. This erupted into more moans from Stocking, now with hearts in her eyes, and a few small ones from Panty and even Blossom. Ben screamed.

"THIS BETTER WORK DOM!" he yelled. Domino jumped up next to Bman and yelled, still steamed off.

"BMAN! TENTACLE RAPE AT 11 O'CLOCK!" With the moans still coming, Bman snapped wide-awake.

"WHAT?" He saw the girls (as Ben was just a blur in his mind), and started building up blush as he threatened to Perv Out. Domino, not caring anymore, pointed his paw at the monster and girls. And, to a lesser extent, Ben.

"GO GET 'EM BOY!" Bman's systems finally overloaded as he practically exploded in his giant Perv Out. While he didn't explode, he did jump about 20 feet in the air with a battle cry.

"VIVA LIBIDO!" His body suddenly set on fire as he sprouted his raccoon tail and charged through the air. Domino looked at Geno, still in the heat of the moment.

"GO GENO GO!" Geno flinched at his voice, but remembered a move to help him along.

"Geno Boost!" his red star tattoo glowed brightly as the star doll gained a boost in attack and defense with a red aura. Rejuvenated, Geno flew off the ground after the hyped up hero. Domino took a seat in See-Through, exhausted after his vent.

"Go Bman." He said tiredly.

With the monster, Bman was currently flying through the monster's many tentacles with an electrically charged drill, all while his raccoon-tailed body was on fire. He soon freed Panty, Stocking, and Blossom from its slimy grip, while Geno burst through the one holding Ben.

They all landed on the ground, the Goth bitch slightly in a daze as the blonde bitch aimed her gun at the monster's vagina mouth.

"REPENT MOTHERFUCKER!" she fired three shots into it, creating explosions in their wake.

"Geno Blast!" Geno's red aura faded as he raised a hand in the air, summoning a rainbow of lights to fall down on the monster from above while confusing it in the process. Bman finally landed after his aerial assault, and charged up his drill.

"GAME SET!" he yelled as the drill grew 10x in size! It was also surrounded by a swirl of fire and electricity, as well as a slight distortion like from B-Mayhem. He rocketed off the ground at the vagina monster's snatch, drilling right through it! After piercing it, the monster's body distorted violently until it exploded in slow motion.

"T-TALK ABOUT PENETRATION!" It screeched.

The ground group cheered as three golden coins fell from the debris, being scooped up by a smiling Stocking.

"Three Heavens. Not bad!" She commented.

"Now, let's go find Bman." Said Ben as the group piled into See-Through as they sped off to wherever the psycho boy landed.

After a half hour of searching, they found themselves at a building called the Immoral Motel, a place where Panty visited a lot. A thick smoke was flowing over the roof. Panty parked the SUV out in front.

"You think he's in there?" asked a skeptical Blossom.

"I bet." Said Domino as he and Geno ventured inside. Inside the room with the burnt door, was Bman. The two were surprised at how much of the room was totaled! Everything had either been burnt, short circuited, drilled through, or warped beyond recognition. Geno whistled at the scene, impressed.

"Talk about property damage. He really let loose!" Domino smiled at the sight of Bman, peacefully sleeping on a slightly aflame bed. He moved closer.

"He really is something else right?" Geno nodded.

"Now, let's get him out of here before we get charged for this." Said the puppy as Geno picked up the snoozing hero.

Back at the church, Garterbelt, Chuck, and Brief were waiting out in front as See-Through pulled up. Garterbelt looked upset as Brief looked nervous. Chuck was derping around on his own, chattering incessantly.

"Welcome back. I see you three have come back from the depths." He noted with the three boys in the group. Bman rubbed his head sheepishly.

"I guess I'm not as energetic as I thought." He admitted. Panty and Stocking pushed their way through the group rudely, walking right up to the Reverend and flaunting the three Heavens in his face between her fingers.

"Suck that you fucking Afro priest! Three Heavens!" boasted Panty. Stocking flipped him off as Garter took the coins. He studied them in his hand for a few minutes. He then bit one to see if it was real, only to have more then half of the coin snap off! Panty and Stocking looked on in horror as the same thing happened to the other two. Left with three one-thirds of a Heaven Coin, he carefully put the pieces together, making a single Heaven. Awkward silence.

"…so all three…"started Panty.

"…were just one?" finished Stocking.

More silence.

It was suddenly broken by Blossom's loud laughter at the sister's expense. But it was drowned out by Garter's rage.

"IDIOTS! HOW THE FUCK DO YOU BITCHES NOT GET FOOLED BY THIS? I'M GONNA HAVE TO MAKE SOME CHANGES AROUND HERE! YOU STUPID, STUPID HOOKERS!" he ranted. Bman's blushed eyes never left Stocking's ass. Geno pinched his nose in annoyance at the constant yelling while Ben and Domino cringed. Panty and Stocking continued to argue as Brief softly asked them to calm down.

"HOW THE FUCK WERE WE SUPPOSED TO KNOW?"

"YOU BOTH SHOULD HAVE DEVELOPED BRAIN CELLS INSTEAD OF CHOOSING TO FUCK THEM OUT OF YOUR HEAD!"

"FUCK OF PRIEST! WE'RE TOO BUSY KILLING SHIT TO KNOW! AND SINCE WHEN HAS THIS HAPPENED BEFORE?"

"I SAW THAT FIGHT FROM HERE! YOU LET THEM DO EVERYTHING! YOU BITCHES DIDN'T DO SHIT! IF IT WEREN'T MY DUTY TO LOOK AFTER YOU, I'D KICK YOU BITCHES TO THE CURB!

"WE CAN SURVIVE WITHOUT YOUR GROUCHY ASS!" they both screamed. Garter broke out with laughter.

"LIKE ANYONE IN DATEN COULD SURVIVE YOU BITCHES! He chortled. The Anarchy sisters gave each other a devious glance as they ran over to Bman, grabbing onto his arms.

"Well, Bman will take us in. Right stud?" she looked at him seductively as Bman's blush grew. The others in the group were absolutely gob smacked as Stocking gave him the same look Panty did, driving him even more up the wall.

"It would make us really grateful if you took us in…" she implied, winking. Bman's blush grew as he stammered for words, his eyes fading between a misty pink and normal. Geno looked stunned as he noticed the change in the hero's attitude. Garter looked at the sisters and Bman amusingly. There was no way that he would actually agree to that.

"Pretty please Bman?" said Panty as she rubbed her body against Bman seductively.

"With a big ass cherry on top?" pleaded Stocking as she started to grind on the hero, much to the group's shock. They were shocked by both Stocking's actions and the fact that Bman's markings began to glow again! Geno had a bad feeling in the pit of his stomach as Bman finally succumbed to the sister's actions. He discharged steam while giving off a wide creepy grin. He shouted out with a slightly warped voice.

"TO THE ISLAND!" he cried before he used B-Mayhem to transport himself and the sisters back home, leaving his team in Daten City, shocked that he let two bitches like them join the team after everything they did!

"D-Did that just happen?" asked a shocked Blossom. Ben nodded as Garter sighed.

"May the Heavens have mercy on his soul…" he spoke. Brief looked sad when the angels left, and Chuck was dancing happily that they wouldn't be killing him anymore. Domino looked irate.

"That kid…one minute he does something amazing, and the next…" he sighed. "I can't believe this." Ben tried to remain hopeful.

"Well, maybe they'll mellow out?" he suggested. His Ultimatrix suddenly glowed as it showed Dexter, covered in garbage.

"Guys! What happened over there? Bman came back with these…horrible girls, and they're messing everything up! They're smashing my equipment, taking Spyro's gems…" he sighed. "Not to mention 'redecorating' Blossom's room…" Blossom looked pissed.

"THEY WHAT?" she cried. Dexter looked nervous.

"It's total anarchy over here, and Bman just keeps giving them stuff with B-Mayhem. He's all a glow too…" Suddenly, Panty's voice interrupted him.

"HEY, GEEK BOY 2! WHERE'S MY LEMONADE?" she hollered. Dexter visibly panicked as the hologram vanished and a Portal appeared. Domino led the group inside as they ran to try and calm the Anarchy sisters. As the Portal closed, Brief muttered 'Panty' sadly.

Garter placed his hand on the boy's shoulder.

"Don't fear Brief. You still got me." Brief's face paled as Chuck continued to dance, the sun shining brightly over Daten City. Even through all the smoke caused from the rampaging Ghost, and the hero's efforts to stop it.


	12. The Mayhem of Bman

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

R.O.T.O.M. sighed.

All the chaos going on inside the castle was murder on his speakers. Thankfully, he was in his own secret soundproof compartment at the moment. As the security module for the castle, he has access to any room through special hatches designed for him. Currently, the compartment he was in was covered with papers; Mostly stuff about Professor Utonium's research.

In the corner, on a mantle in glass case, was an old tattered book. R.O.T.O.M. stared hard at the object, feeling some sort of dread from it, but he knew better. He knew very well what it was about, and it was part of his job at the castle.

Feeling the need to go to the library, he exited his sanctuary into the library. Thankfully, this room was also soundproof so people could read in piece. Despite how dark the room was, he scanned through the increased repertoire of literature, as more books seemed to appear as more worlds were visited. R.O.T.O.M. stared at the new bible that was not there since he last entered. He soon stopped at the section he wanted; the section about Bman and his more personal information.

He skipped the new section about whom he has met in Daten City and went straight for the one with Bman's history. That book contained a detailed listing of everything Bman had ever seen and gone through, even before he was a hero. But as he reached for it, a voice spoke out of nowhere.

"Yo, R.O.T.O.M.."

R.O.T.O.M. turned quickly and prepared his lazer cannon, just in case. What he found as the blue caped mannequin, staring intently at the machine.

"Geno…" spoke the bot.

Out of everyone Bman had befriended to stay here, he was one of the most perceptive, next to Gwen. R.O.T.O.M.'s cannon devolved back into being his metal claw, looking back to the books. "What do you want? I'm busy."

"What I want to know is what is wrong with Bman." R.O.T.O.M. continued to casually skim through the book he was holding.

"I think its hormones. He IS a human male after all…" he replied as he replaced the book he had for a new one.

"Human hormones don't cause you to glow." Added Geno.

"Well, Bman isn't normal is he?" mentioned the robot rudely. Geno cursed in his mind. He knew the robot knew SOMETHING about what was happening, but wouldn't talk. He decided to take another approach.

"So…Bman's been using B-Mayhem a lot huh?"

"I guess…"

"He really likes using that move. A whole lot of power."

"That's true."

"He really gets a thrill of using it instead of the Portal, I can tell ya that much." He smirked when he saw R.O.T.O.M. freeze up at the mention of the hero's choice of transport.

"Does he now?" asked the robot carefully.

"Yep. In fact I heard him say that he might choose to do that instead of using the Portal."

"Ridiculous. He didn't say that." Geno feigned honesty, carefully watching for R.O.T.O.M.'s reaction. Geno heard several bangs and explosions through the wall, giving him another idea.

"He sure did. In fact, Dexter is dismantling the Portal as we speak." He looked on as R.O.T.O.M. dropped a book in shock.

"Bman said he wanted to use the scrap for a hot tub or something…" R.O.T.O.M. was steaming now as he turned to the doll again, cannon formed and eyes glowing brightly.

"LIAR! DON'T YOU EVER LIE ABOUT THAT!"

"AND WHY THE HELL NOT?" yelled Geno as he prepared a Geno Beam if needed. The two engaged in a heated stare down for a good while, neither moving. Soon, R.O.T.O.M. spoke up.

"Why are you so nosy? What do you want to hear me say so badly?"

"The truth." Spoke Geno, his glare hardening.

"That's what we'd like to hear too." Geno and R.O.T.O.M. looked to the darkness for their silent observer. Out of the darkness revealed:

"Gwen…" spoke R.O.T.O.M. bitterly. Indeed, it was Ben's cousin, accompanied by Spyro. Both of them had serious looks as they gazed at R.O.T.O.M..

"When did you two get here?" he asked aghast. He mentally cursed himself for not scanning the room for life beforehand.

"That's not important rust bucket." Said Spyro. Gwen spoke next, coming closer to the two weapon-armed material beings.

"I demand to know what is happening to Bman and what has been going on ever since you freaked out after we met Spyro." Geno looked surprised. Bman's behavior has been noticed since that long. And yet nothing was done about it! R.O.T.O.M. glanced between the three in front of him.

Sighing, he deformed his cannon. "Fine. You want the truth, you got it."

He waved a hand over two some nearby chairs as Gwen and Geno sat down, Spyro opting to lie on the floor. R.O.T.O.M. stood in front of them all.

"What do you want to know first?" he asked spitefully.

"For starters, I want to know why isn't there information about B-Mayhem! Not even Domino knew anything about the move, and he knows all of Bman's powers!" demanded Gwen.

"There is information about B-Mayhem. It's just not here." He sort-of-lied.

"Where is it?"

"I-In the castle, but I'm not going to tell you where. Or show you it." He said defiantly.

"Well then, what does it say?" said a smirking Geno. R.O.T.O.M. cursed the star doll. He did not like him one bit.

"It talks about B-Mayhem in more detail then Domino could ever explain. It explains all of its uses and…" R.O.T.O.M.'s voice seemed to stall slightly as he said the next word carefully. "…side-effects."

"What kind of side-effects?" asked Spyro.

"Side-effects that include an explanation to his behavior." Gwen crossed her arms, looking displeased.

"Start talking."

"B-Mayhem is a special move that Bman learned by having contact with Ben Tennyson's Alien X form. As the alien itself can warp space and time on a whim, so could Bman. The first time he used it caused Bman to pass out shortly after due to so much power being used. His body wasn't used to it. But it was because of that first use that I gained operational permission." The three looked confused, but R.O.T.O.M. kept on going.

"B-Mayhem unleashes Bman's whim, not matter how crazy or farfetched. Without a focused whim, the power surged through his body and mind. I was the only character in his head that is mechanical and requires a power source to run." He opened up the compartment on his head, revealing a glowing red gem.

"This core contains essence of pure Mayhem. The same raw Mayhem that Bman released the first time in Bellwood. Ever since it entered my hull, I've been operational. I planned to escape Bman's mind like Domino, but I was not his guardian. When Bman made the castle, I immersed myself in the flow of power, riding it out to the real world. But-" Gwen interrupted. "There was a glitch right?" R.O.T.O.M. nodded.

"Something went wrong. I saw the outside world as something horrible. Everything was on fire and desolate. And in the center of it was…Bman." This information caused the humanoids to gasp as Spyro got to his feet, black smoke coming out of his nose.

"There's no way Bman would ever do something as bad as that!" he yelled. R.O.T.O.M. made no new reaction at the dragon.

"His shirt designs and eyes were glowing as he destroyed everything around him with B-Mayhem. He was a horrible mutant of all of his powers. I fought against him in my mind, but in reality…" he looked at Spyro.

"I was fighting you. When Bman and Ben broke me off that bug, I immediately vowed to keep that from happening."

"But what of Bman's behavior? He's been acting strange around those…angels." Said Geno, his voice dipping at the last word. He didn't believe that they were real angels.

"Not just those angels." Said R.O.T.O.M.. "It's been happening with the Powerpuff Girls, Dee Dee, Dexter's mother, Princess Peach…" he turned to Gwen. "…even you Gwendolyn." She blushed slightly, knowing what R.O.T.O.M. was implying.

"B-Mayhem acts on Bman's whim. Bman's desire is made into reality with the power. But with every use of B-Mayhem, Bman's hidden desires slowly come to the surface. And by desires, I mean lust." Gwen blushed harder as Geno spoke up.

"Lust?"

"That's right. Bman IS human; meaning that he has urges like the…normal… teenager he is. He could fantasize about having sex with a girl or whatever, but B-Mayhem blurs the line between reality and fantasy. Soon, Bman's lust transfers to something more dangerous…blood lust." The three listeners gasped in shock.

"Does the girl affect Bman?" asked Spyro.

"Not really. But if there's someone Bman REALLY likes, he creates more desire to be with them. The more desire, the more unstable B-Mayhem becomes. If Bman's actual desires and sexual urges mix too much, he will go insane." Geno's eyes widened.

"And if B-Mayhem reflects what goes on in Bman's mind…" R.O.T.O.M. finished the thought.

"Then B-Mayhem will leave everything destroyed and ravaged. The Bman we know will be gone forever." Gwen's face froze when she remembered what R.O.T.O.M. told her back towards the beginning of their adventure.

"Are you telling us that B-Mayhem could destroy the world if Bman wanted to?" R.O.T.O.M. shook his head.

"Oh no, he won't destroy the world…" everyone breathed a sigh of relief until the module continued.

"He'll destroy ALL the worlds!" The listener's all face palmed at the robot's behavior in this serious matter. "He could wipe out the whole Multiverse if he wanted to." He said.

"Why haven't you told Domino about this? Or Ben?" asked Geno.

"Telling Domino is out of the question. He's still a puppy dog and looks up to Bman. I'm not completely heartless you know." Said the robot, undignified. He continued speaking.

"And Ben…I can sense his bond with Bman. Those two are close, so if I tell him, he'll let Bman know."

"Isn't that a GOOD thing?" spoke the dragon.

"Possibly. There is a good chance that B-Mayhem will overload with worry and fear if that happens and he'll die from of self-pity, taking the universe with him like a nuclear bomb."

"How do we calm him down?" asked Gwen, fearful for the safety of everyone.

"You can't exactly cure this you know, but a bonk on the head usually gets him back to normal."

"Yeah, real convenient…" snarked the dragon. R.O.T.O.M.'s eyes glared at him.

"It is only a matter of time before something like that happens, and I'm preparing for it." Spyro looked confused.

"How could you possibly prepare for this?" he asked.

"I have my ways…" he said cryptically as he departed with some books he took. Before he left the room, he turned to the three snoopers. The chaos outside the room had finally calmed down, silence looming in the castle halls.

"Just whatever you do…keep Domino safe."

The group was silent as they thought about what were they going to do about this. Pretend everything was fine? Kick all the girls out of the castle? Geno spoke up, restarting the subject.

"How close are Bman and Domino? Really." R.O.T.O.M. looked surprised at the question as the other two looked confused. R.O.T.O.M. answered Geno after a few seconds.

"Domino is Bman's guardian, like he said. But, there is another reason that even he does not know about." Gwen and Geno leaned forward in interest as Spyro continued his confused face.

"Domino is actually a back-up for Bman's memories." The three gasped as R.O.T.O.M. continued.

"Domino exited Bman's Subconscious with Bman, making them both leave with the same mind set. Anything Bman knows or knew, Domino does too. But Domino is unaffected by B-Mayhem affecting Bman's mental state. Thank goodness…"

"I figured that was it when I lured Domino away from him back in the Forest Maze. They had similar energy signature, but Domino's was weaker then Bman's. All he knows is that he knows everything Bman does about his past." R.O.T.O.M. nodded.

"That may be true, but he doesn't know that he is an extension of Bman himself. He acts like Bman's superego, pointing out the right choices and advice depending on the situation." Gwen smiled.

"That and he's got a temper on him sometimes." She said. R.O.T.O.M. nodded.

"Very true. Now, I really need to go. And whatever you do…keep this between us. No one else is to know of this. Not Ben, not the Puffs, nobody. Understand?" the three nodded hesitantly as R.O.T.O.M. departed into his secret panel.

He sighed as he placed the books down on a pop-out shelf. He did care about Bman, as he created him, but Domino cared about him so much more. He looked again to the locked up old book, only to find a white envelope with a gold cross on it, with some white feathers located nearby. With dread, R.O.T.O.M. carefully opened the letter with his claws and red the note.

"Soon, I'll end it." He read. He placed the letter on the shelf with the books, grief stricken. He didn't know who sent this, but his best guess was those angel bitches that just arrived. He then turned his attention to the books, reading quickly, for he knew now more then ever that there was no time to loose.


	13. Fall From Grace

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

Thankfully, when Gwen, Spyro, and Geno excited the library, there was not the apocalyptic wasteland they were expecting to follow with the entire ruckus they heard earlier. In fact, the castle was all cleaned up! Decided not to ask any questions, the three retired to their rooms for the time being.

And as Gwen passed the room housing the angels, she could have sworn she heard someone else in there with them, but she dismissed it. All the Bman talk was getting to her…

Later that evening Bman exited the room he set aside for the angels, only to bump into Ben. Bman looked nervous for someone having seen him exit, a blush on his face.

"Oh, hey Bman. Didn't see ya there." Said the alien hero.

"Hey Ben. Just got finished tending to the girls…" he said with a blush. Ben noticed the blush, but shrugged it off. He does that a lot near the girls anyway…

"Yeah, about them…why DID you bring them over here anyway? They're…kind of bitches." He stated plainly. "I know you have a thing for the Goth one, but they really are out of control. Maybe you could call Garter and ge-"

"No." interrupted Bman, but quickly explained himself for fear of offending his best friend.

"I mean…I let them stay here because…" Bman looked as if he were trying to find the words, as Ben patiently waited. "I know that there is some good in them." He said smiling.

Ben sweatdropped. "You're kidding, right?" Bman shook his head.

"I think that they've been somehow expected to act like bitches. I think that something happened to them when they were young that caused them to be like that, but I don't know for sure. But what I do know is that I'll treat them with as much respect as I can give them. Sure, I'll get mad if they throw Dexter in the garbage or destroy Blossom's room, but I look past that so I can see the true angels I know they could be." Ben looked at Bman amazed. Who knew there was more of a method to his mayhem then a booty call? Ben placed a hand on his shoulder.

"Well, if you think that's right to do, then I trust you." And with that, Ben continued down the hall to his destination, Bman heading out as well to the kitchen for a quick snack. Unbeknownst to either of them, Panty and Stocking heard every word, a small look of surprise etched on their faces. Did Bman really say that about THEM?

While munching on a sandwich, Bman saw Spyro walk into the room. Bman could tell Spyro looked a bit unnerved as he walked in, averting his gaze as he fished out a bag of gems. Bman spoke up.

"Hey Spyro." The dragon looked at his direction with a hint of worry.

"H-Hey." He went back to his bag of gems quickly. Bman frowned. Was there something bothering him? Bman wondered what it could be.

"Is everything good, dude?"

"Sure…kinda."

"What's on your mind?"

"Just some…" he made eye contact with Bman, and then looked sadder. "…friend issues."

Bman stopped to think. How did he have friend issues? Was someone being mean to him? Well, other then Panty and Stocking with the gem-thing. He then remembered when Gwen went out with him to try and find more figurines from Skylanders. That had to be it!

"Hey Spyro." Said dragon was currently chomping on a large emerald gem gloomily.

"What?" Bman got down to his position and smiled.

"Who would you like to go to Bellwood or somewhere with me and search for more figures of your Skylander friends?" Spyro's eyes lit up.

"You mean it?" he asked excitedly. Bman nodded and smiled giving a thumbs-up.

"Of course! I wouldn't want one of my friends to be sad while I'm still kickin!" Spyro's face faltered for a second, before nodding his head. Bman stood back up.

"Sweet! C'mon, we could start at Bellwood. Maybe their inventory's changed." Bman and Spyro walked down to the Portal, Bman calling over his shoulder.

"YO! I'm going to Bellwood with Spyro, got it guys?"

"Have fun!" Bubbles' voice reached the hero's ears. Bman pressed some buttons on the terminal as Spyro looked a little worried.

"Shouldn't you bring Domino with you?" Bman sweatdropped and smirked.

"He's…preoccupied. Its just us." Spyro looked confused as to what he was talking about, but let it slide. The Portal opened up before them with its usual blue glow.

In the angel's room, Panty was currently searching for porn online using a computer that she…"borrowed" from Dexter's room. Stocking was currently asleep, with Domino crushed under chest as she slept. He was decked out with make-up and jewelry, much to his chagrin. He lied there in annoyance that he could not remove the cosmetics himself…

Location: Between Worlds

As Bman and Spyro moved through the portal, they could see Bellwood before them. Suddenly, the image flickered out from their view, confusing them.

"What the? A glitch?" spoke Spyro.

"Well that sucks. Let's turn back and have Dex look at it." Said Bman. But as they turned around, the image of the castle's basement flickered from view as well.

"That can't be good…" said Bman. An insane cackling filled the area as a large armored man tore through the floor. He was actually a nerdy human man with thick black-rimmed glasses and crooked teeth. His suit had silver wings, and was mostly blue. His helmet had horns on it and he was carrying a large scepter, swirling with green, pink, and purple energy.

"I HAVE YOU NOW!" he cackled. The duo took a fighting stance.

"Dude, who the hell are you?" asked an irate Bman. He wasn't planning on stopping some nut ball right now.

"I'm not telling you anything Allstaria! All I want it your MAGIC!" Bman looked confused.

"My magic?" The maniac grinned and pointed his staff at them.

"MAGIC!" A colorful beam shot down at them, trapping Spyro and pulling him up like a tractor beam.

"Spyro!" Bman called as he raced at the man. He was unfortunately blasted back by a strong magic attack from his scepter. Bman cringed as he felt the pain surge through him. The man cackled like a mental patient before diving back into the tear he came from. As Bman looked down into it, he saw a bleak run-down town with lots of old wooden houses. But Bman already made his decision.

"I'm coming!" he dived into the tear as it closed off behind him…

Location: unknown

And regretted it as he was falling out of the sky. He panicked.

"SONOFABITCH! WHY CAN'T I FLY?" He yelled. There wasn't Dexter or Buttercup to help him this time; he was on his own. As the ground became nearer, Bman brainstormed for ideas in not dying.

"I GOT IT!" he cried as he resprouted his raccoon tail. Wagging it furiously, he started to fall slower and slower until he touched down safely. He breathed out deeply.

"That was close. I gotta remember what I could do more often…" He looked around at the town, being more run down then what he saw before. He cringed.

"Jeez, haven't these people heard of cleaning? I mean, I'm lazy, but this is ridiculous." He started to wander through the town, now in what he thought looked like a park, or rather, WAS a park. There were a lot of statues showing that big metal guy he met earlier. He looked to one of the statues with an inscription.

"Overlord Crocker, Master of All Things Magic. And all of you too." He red. Bman looked at the statue disgustingly.

"What a douche." He picked up a rock from the ground and chucked it at the head. However, the rock made the whole statue crumble to dust once it hit. Bman looked at the pile of dust in silence.

"That was either the crappiest statue ever made, or the best made rock ever." He stated. "Either way…AWESOME!"

"HALT!"

Bman turned to who shouted at him, revealing a floating green version of Crocker's head! It looked angry and had sharp teeth.

"You are in direct violation of Ordinance Code #518, Section 98, Paragraph 34: No Destroying Overlord Crocker's Things of Glory and Ownership Except Mother. How do you plead?" he said robotically. Bman wordlessly pulled out his warhammer and smashed it in the face. He smirked.

"I plead that you dead, bitch!" He mocked. "Now that that's over with…" Before he left, he saw ten more floating heads approach the body. Bman sweatdropped. "Well damn…" The heads started to chomp their sharp teeth.

"DELETE! DELETE!" They chanted. Bman started the fight right off with a smile.

"Raging Flame!" It destroyed a few, but several dodged the attack. Bman charged up a Bman Punch and jumped right at one, smashing it to the ground. One got behind him and shot a green lazer from its forehead, but Bman jumped over the shot and landed on its head! He took the exposed lazer barrel and grumbled.

"Damn…I'm bad at shooters. Oh well." He aimed the turret and shot down all of the remaining drones.

"Gravity Bomb!" With that, he crashed the bot he was riding right into the ground, crushing it while laughing triumphantly.

"AW YEAH! Suck limes, dickheads!" he gloated. "Man, it feels good to fight alone like that. Although," his mood dampened slightly, "I still miss everyone else. Having them here would be good right now." He sighed before wandering away from the scene. But all he found was just more Crocker statues and old houses. He tried to ask someone for information, or at least to use their bathroom, but no one let him in.

Stepping out from a bush in a more populated area, Bman zipped up his jeans. He left a "surprise" for the people who refused him entrance.

"Is it too much trouble for a hero to get a toilet? I mean, c'mon…" As soon as he said that, a giant toilet with 'T' focused Superman logo and cape came crashing down from the sky. Bman face palmed.

"Not what I had in mind..." He admitted.

Suddenly, a giant orange pumpkin robot and a half-dragon half-bike thing came out of its…bowl.

"Why are you not in uniform, slave?" growled the bike. Bman looked offended.

"Bitch, I'm nobody's Goomba, grunt, means to an end, pawn, fodder, henchman, or slave. Got it memorized?" he retorted.

"Whatever you are, WHY are you NOT in UNIFORM? You are supposed to wear only depressing brown rags. It's what's IN this season." Said the giant pumpkin. Bman gave it a 'WTF' look.

"This is my uniform." He gestured to his clothing. "Functional, loose yet fitting, with a magical quality to it." The bike's dragon body turned into a more human appearance with a creepy smile. He too had a Superman thing on his chest.

"Did you say…magic?" Bman nodded as the bike looked at the pumpkin.

"Is he who we're looking for?" he asked. The pumpkin nodded.

"He is the other-worlder the Overlord wants." They turned back to where Bman was, only to find him gone!

"WHAT THE SHIT? WHERE'D HE GO!" they yelled. They looked down the road, seeing Bman sprint down the street.

"Why does everything weird want me dead?" he asked himself aloud. The bike's engine roared, for apparently it was motorized, before tearing up the road after the hero. It got in front of him and swerved around, swinging a large arm into Bman's path, clothes lining him. Bman flipped a few times before landing on the ground in pain.

"Fuck…" he cursed as the bike picked him up, laughing.

"You can't outrun a Super Bike like me." He said before tossing him at the pumpkin mech, who slammed him into the ground. Hard.

"I, the Pumpkinator, mock your skills." Bman slowly held up his hand pointed at himself.

"Miracle-" But before Bman could use the heal move, Pumpkinator smashed him again. Bman lay weakly in the crater he made in the ground. This was one tough 30-ft robot!

"Say good-bye, hero boy." But before he could smash him into the ground again, his fist exploded suddenly.

"OW! What?" he cried. On the roof of one of the nearby houses was a figure in a white cloak. He looked to be about Dexter's height and had piercing yellow eyes. In his hand was an egg-shaped grenade. The bike's human half reverted to a dragon's half once more. "YOU!" he growled as the Pumpkinator focused from his lacking hand to the figure. Bman weakly turned his head to see as well.

The figure jumped down from the roof, throwing grenades at the bike. Super Bike tried to dodge them all, but one popped a tire, sending him spinning out into the side of the supersized toilet, causing him to explode. The Pumpkinator growled as he too charged at the figure. The mysterious figure released a smoke bomb egg from his arsenal, disappearing into a cloud. The giant mech growled.

"I know you're there, twerp. My sensors will find you." The mech heard a whistle, turning to see the figure on top of the toilet bowl's edge. He used rockets in his feet to jump and reach the figure.

"I HAVE YOU NOW!" he shouted. But the figure just smirked as he slipped off of the bowl's edge and onto the toilet's handle. The Pumpkinator looked into the bowl, and to his horror, found a shit-load of explosive eggs! Pun intended.

And as the figure's weight pushed the handle down, he sprang off, did three flips, and landed in front of a still injured Bman. Bman himself was in awe.

"That…was…awesome." He complimented. The figure just stared at him silently.

"Thanks…by the way. Who are you?" asked the weak hero.

"I am…the Chosen One." He stated mysteriously as the toilet exploded behind him, making it one of those awesome movie explosions. Only in real life! And then everything went black.

Bman groaned as he held his head in pain. He was no longer in the streets fighting, but actually in someone's room. The room, much like the rest of the town, was cruddy looking and worn, but was still in good condition. There was a shattered fish bowl near the bed, glass still lying on the floor.

Bman leaded up from his cot on the floor, shirtless. He was surprised to find bandages all on his head, arms and torso. A voice broke his train of thought.

"Feeling better?" Bman jumped to see the white figure from before looking out the window.

"Yeah, I'm good. Thanks again." Bman groaned and held his head again. "I wish I knew why my head hurt so much…" he added.

"A piece of Super Toilet flew off and smacked you in the head." He said. Bman sweatdropped. "Of course it did." Bman stood up carefully; glad he could still do that without hurting himself further.

"I never did get your name back there." He said.

"I didn't get your name either." Said the figure. His voice was definitely male, though it reminded him of Bubbles' voice. Oh, how he wished he had some back up for that fight…

"It's not everyday that Crocker's strongest vassals come down to beat up one guy." The figure continued, his back still facing the hero. Bman smiled.

"Sounds about right. I'm an interdimensional hero with a penchant for mayhem. I'm Bman Allstaria."

The figure spoke up after a few seconds. "I'm just an average kid who no one understands…" he turned around and lowered his hood, revealing his face. He had long spiky brown hair and a set of noticeable buckteeth. He stared intently at Bman with his icy blue eyes.

"…I'm Timmy Turner."


	14. The Ballad of Wands and Wings

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: unknown  
Normal POV

"Well, its nice to meet ya, Timmy." Said Bman as he stuck out a hand to the other. Timmy just looked at the hand, making no motion to shake.

"There's no time for that. We've got problems." He said as he took a seat on the floor, as did Bman.

"But first, what are you and why does Crocker want you?" Bman looked confused until he looked down, seeing his raccoon tail still out. He shrugged.

"I'm human, but this is just something I've picked up on my travels." Timmy looked skeptical as Bman's tail vanished, but let him continue.

"And as for this Crocker-guy, he just showed up and took my dragon." Timmy's eyes widened in surprise.

"A dragon?" he asked. Bman nodded. Timmy looked over Bman carefully, mostly to see if he was telling the truth. Could this stranger really tame a dragon? If it was true, then it meant that he knew of magical creatures. He could tell him his secret without penalty. He decided that Bman was legit, and sighed.

"Have you ever heard of Fairy Godparents?" he asked seriously. Bman looked confused at the question and shook his head.

"Fairy Godparents are magical creatures who are given to miserable children in hopes to make their life more enjoyable. Using their magic wands, they grant any wish their godchild asks of them, as long as it's within Da Rules. But if someone were to capture those fairies…" He paused. Bman's eyes widened in understanding.

"They'd abuse their power. Like Crocker did, right?" Timmy nodded solemnly and muttered. "Those fairies are more then godparents…they're family…"

Bman took a stand and walked over to Timmy, sticking out his hand to help him up. Once again, Timmy ignored it.

"Well, why don't you go after him with all your egg bombs and shit?" asked Bman.

"Because I used the rest up when I saved your ass." Responded an irate Timmy. "Those were the last of my Easter Egg Grenades. I was going to strike Crocker's base with those, but now that you've showed up, I'm out of ammo AND Crocker's hidden himself using magic…" Bman's mood dropped when he realized he jeopardized Timmy's mission.

"S-Sorry…" he muttered as Timmy scoffed.

"A lot of good that does. This isn't a game anymore." He walked over to the shattered fish bowl and looked on, downcast. "It's time to grow up…" he said. Bman turned to him.

"You can't just give up! Where's that badass who saved MY ass?"

"He's gone and never coming back!" yelled Timmy as he threw off his white cloak. Underneath, Bman could see a pink t-shirt, blue jeans, and blue sneakers. He sat on the bed, eyes downcast and empty.

Bman could only look with mixed feelings. It wasn't his fault that he became such an easy target, but at the same time, he should have fought harder. And now he's doomed this world, and all the others eventually. He shook his head to dispel the thoughts of Crocker attacking his castle and enslaving everyone he knew.

"Well if he's gone…" he started in a low tone. "It's up to me. Let's see how he likes the taste of B-Mayhem!"

But as Bman tried to do the move, he soon found himself in searing pain. The same pain he felt when Crocker first shot him when he took Spyro, only this time it also burned. He looked to his palms to find a ruin-like seal on them.

"H-How?" he squeaked out.

"Anti-Magic Seals." Explained Timmy, still faced away from the literally burning hero. "Crocker ain't stupid. He probably did that to seal away your more dangerous powers. Which means you're screwed too…" he added bitterly. His gaze remained focused on the broken glass and purple castle that lay on the wooden floor.

Bman looked panicked. Without his trump card, he really was screwed! He did a small run down of what he could still use other then his Raging Flame, Gravity Bomb, and raccoon tail. Lightning Surge? Small sparks calmed his nerves. Bman Punch? Stars greeted his eyes.

Miracle Cure? Try as he might, his heal move only led to more burning. Which he assumed meant that Burning Hero didn't work either; otherwise, he wouldn't feel the burns.

"So much for fire proof…" he muttered to himself, but Timmy scoffed at him again. "Magical burns and fire burns are two different things. You idiot."

Bman slinked over to the window, watching the clouds go by. Which wasn't as nice as he had hoped, given that even the clouds looked like Crocker's head. Bman took a long sigh outwards.

"If only we had some magic on our side. I wish we did…" As Bman said that, a faint yellow glow escaped from the nightstand that used to hold the fishbowl. It caught Timmy's eye as he looked at the furniture piece curiously. "What did you say?" he asked Bman without turning away from the drawer.

"Oh, nothing. Just that I wish we had some magic of our own right now." He said again, his mind zoned out as he stared outside. As Timmy expected, the drawer glowed again, only more brightly. Bman continued.

"I wish that Crocker never took Spyro and I wish I never had these fucking seals on me." The drawer glowed brighter as Timmy opened it and began searching for the source. Under some comic books, game guides, an old handheld, a couple spare hats, and a sandwich, he found it; a magic wand. Timmy's eyes widened in shock at his discovery; he didn't know that there was a second Emergency Wand in his possession! It's been so long since he had wished for his first, back when he was 10. He remembered all the mistakes he made that day, let alone the majority of his wishes in general.

"I wish there was something I could do…" said Bman, not even caring whether or not Timmy was listening. "I wish I could do it all, but I can't. I wish I had Domino or one of my friends with me right now. I wish I had a friend right now…" he wept. Timmy looked at the golden star on the end of the wand's black handle. It flashed a red 1, telling Timmy that the Emergency Wand was only good for one wish. But what could he wish for? His thoughts wandered to Bman's ramblings. Fighting Crocker's magic with their magic. But they only had one wish on the wand, and according to Bman, he couldn't use his mayhem magic. Or whatever he called it, Timmy couldn't recall. Plus, with Bman's dragon in his grasp, Crocker has most likely gotten stronger.

Or possibly weaker; Timmy did remember his past experiences with dragons, and he could probably use this to his advantage. Struck with an idea, Timmy mulled it over with his mind. Will it work out? Is it worth it? At the thought of the fairies that were taken from him he made his decision.

"I wish I was a Fairy…" he said in a low voice. As the red 1 on the star switched to a 0, Bman snapped out of his depressive mood and turned back to the boy on the bed.

"You say something?" he asked. Timmy didn't respond as the wand emitted a yellow light that bathed the room. Timmy felt a sharp pain in his stomach, causing him to lean over clutch it in pain, his hat falling to the floor unnoticed. Unable to think of what he could do, let alone what the hell was happening, Bman only watched in awe. Timmy felt something on his back and his vision became blurred. After a minute, the pain all melted away, and in a puff of purple smoke, Timmy felt as if he was standing tall. Or rather, floating tall.

Timmy had a pair of fly-like wings on his back and a gold crown over his head. Bman looked at him in amazement and shock.

"Holy shit how did you do that?" he asked. "And how'd you get so funny looking too?"

Timmy opened his mouth to respond, but then stopped at his last comment. He flew over to his closet, opening the door to look at the mirror, and gasped. He body looked super deformed with a small body and large eyes.

"Gah! What the heck happened?" he questioned aloud. Bman walked over to him, smiling.

"You look so cute chibi styled!" he said jokingly, much to the annoyance of the boy turned fairy. Timmy took the time to inspect his new body, including the wand still in his hand. With a wave of the item, he transformed back into his human form in a 'poof'. The crown and wings still remained however.

"This…is actually pretty cool." He remarked as Bman picked up and chucked his hat to him. Timmy caught it and put it on, the fairy crown floating over it.

"If we want to fight Crocker's magic, then we need some magic of our own. And nobody knows fairy magic as well as me. I've had my fairies for almost 60 years now, and I don't plan on losing them today." Bman gave a 'WTF' face at the godchild. "How old are you again?"

"I've been with my fairies since I was 10, and made a Secret Wish to stop aging for 50 years. Then it got reversed, and physically I'm 18." Bman gave him an amazed look.

"That's badass right there." He said. Timmy put on a small smile. Maybe he's been thinking too negative about this. If it weren't for Bman's wishing, then he never would have found this hidden wand. But it won't matter until they stop Crocker and save his fairy family, and Bman's dragon, from him.

"Now that that's done with," started Bman as he opened the door to leave. "You wanna help me save the world?" Bman hoped he would say yes. He needed a friend, or at least an ally, to help him save this world. And despite Timmy's coldness and rough attitude, he could tell that there was someone nice deep inside.

Timmy was thinking similar thoughts about Bman. He normally wasn't this rude, but he's been on edge lately ever since his home's been invaded. It was hard being alone to deal with problems like this, but someone had to do it. And for Bman to come in so suddenly, it threw his whole plan off kilter. But he did have help now. He's met aliens, ghosts, superheroes, sponges, robots, and rivals on his past adventures, most of which turned out worst then this. So why not give the guy a chance? He went into his closet and put on a pink hooded fleece jacket, zipping it up before tossing Bman his shirt.

"What could possibly go wrong?" he answered with a smile and a look of determination in his eyes.

The two teens then left the house as Timmy led Bman through town.

"I have a good idea where Crocker's fortress is, so it's just a matter of getting there."

"What was this place called before Crocker took over anyway?" asked Bman.

"Dimmsdale." Said Timmy.

"Cool." The rest of the trip was mostly silent as they both ran to…

"A school?" questioned Bman. It was one of the most well kept buildings in town, but it looked just like a regular school. Timmy nodded.

"Yeah. This is definitely the place." With a wave of his wand, the school flickered from view, and in its place stood a large gold fortress with Crocker's face posted on every statue, decoration, and painting. Bman gave another 'WTF' face.

"This better be the right place…" he said.

"Things are gonna get rough. You sure you wanna go in?" asked Timmy. Bman nodded confidently and cracked his knuckles.

"I've not gone all this way just to give up. Even if I did screw up in the before, I can make it right." Timmy looked at Bman with surprise.

"You really think so?" Bman nodded again.

"Of course. Shit happens, that much is true. And even if you screw shit up in the past, that doesn't mean you'll always screw up. And I know…I've made a lot of bad choices." Said Bman cryptically. Timmy looked relieved to hear some words of wisdom as he and Bman ran through the front entrance, weapons at the ready.

As they scaled through the maze-like interior, and avoiding/destroying a few of those green Crocker heads, the duo came upon a large sphinx.

"Since when did we go to Egypt?" asked Bman as he eyed the large statue. Timmy frowned.

"I could have sworn we would have found him sooner. He must have known that we were coming…" brainstormed Timmy.

"WELL NO SHIT!" yelled a rural voice. The hero's heads snapped up to the top of the Sphinx to see a black haired country boy in a straw hat and overalls taunting them. Timmy looked shocked, picking up his guard.

"Tom Sawyer!" he cried annoyed. Bman face palmed.

"No more rednecks…" he muttered. Bman then looked confused at Timmy.

"How is he-" Timmy cut him off.

"Don't ask. Long story. But he's bad." Tom Sawyer just chortled louder.

"Hate to burst your bubble, Beaver Boy, but the Overlord wants to add your magic to his power! And your friend there to be 6 feet under!" he said pointing at Bman. Bman raised his warhammer and pointed it at the rural boy.

"Bring it on, farm hand! It's 2 vs 1!" Tom Sawyer just smiled.

"I can count just fine, but Y'ALL GONNA GET IT!" he whistled loudly, sending movement out around the spacious room. In a poof of magic, a purple lava lamp appeared on the ground. At the sound of a 'gong', a blue genie immerged from the lamp. He had a blue tux, black hair and goatee, black sunglasses, red bowtie, and gold accessories.

"Prepare to be smoofed Turner." Said the genie. A shadowy blob appeared next, growing into a large black figure with a blue outline. He had a long beard, wings, crown, and a large staff. He chortled.

"Time for a showdown, boy! And I don't have any feet this time!" said the shadow, motioning to his lack of feet. Instead, he had a cloak on.

In a beam of light, a female warrior appeared in blue battle armor. She had long purple hair, green eyes, and a flaming sword.

"Meet your end, Timmy Turner. You will DIE!" screamed the alien. A sound of a motorcycle was heard as a red one drove in. Its rider had a white undershirt, red jacket, gelled black hair, and sunglasses. He actually looked very much like Timmy!

"Last playtime, eh Tim-Tim? So…cool." He said while combing his hair. Finally, the Sphinx vibrated, opening its large glowing green eyes as it came to life and roared, Tom Sawyer hooting and hollering on its head. Bman looked at the assortment of enemies with a 'WTF' face while he and Timmy stood back to back.

"What the HELL did YOU do to piss THEM off?" he asked incredulously. Timmy shrugged.

"The usual. Stopped them from destroying the world, ruling alien planets, or ruining my life. I beat them when I was 10, and I'll do it again."

"But who are they? Or rather what?" asked Bman. Timmy motioned to the genie.

"Norm the Genie. He's tried to trap my fairies in his lamp prison, and has even tried to kill them off." He then motioned to the shadow.

"That's the Shadow. He tried to use people's shadows to rule the world with his magic TVs." He then motioned to the girl and motorcycle boy.

"Princess Mandie tried to enslave the alien world of Yugopotamia, and Gary is an old Imaginary Friend who's jealous of my life." He then motioned to the last two foes.

"The Great Sphinx is a large minion of Crocker when I fought him long ago. And Tom Sawyer threatened to alter the Laws of Physics and doom us all." Bman nodded as the information sunk in.

"That's some crazy shit right there man." He said. Norm groaned.

"Is story time over yet?" he yawned, bored at the lack of action.

"Reminiscing…so uncool." Said Gary. Timmy smirked.

"Well then…let's get violent!" he said as they all sprung into action. Except Tom Sawyer and the Sphinx, who watched the fight carefully.

Timmy poofed up a vacuum cleaner on his back and charged at Norm. He wasn't fazed.

"You think a vacuum cleaner's gonna stop me, overbite?" he said as he started launching blue magic blasts at the godchild. Timmy dodged them all and smirked.

"Only if the vacuum is Smoof-brand!" Norm paled at the revelation and began to fly away as Timmy tried to suck him in. The scene looked like it came from Luigi's Mansion. Bman however was trying to reach Gary, but his motorcycle was too fast. He tried to shoot him off with his Lightning Surge, but Gary maneuvered through the assault, laughing. "I wish I could run faster." Bman muttered. Timmy heard him and raised his wand for a second.

"Done and done!" In a poof, Bman was enveloped in a pink aura as he suddenly ran faster. "Alright!" he yelled happily as he body checked Gary off of his motorcycle. The vehicle spun out of control and exploded into a wall.

"Not cool loser." He warned as he started throwing combs at Bman. They were actually dangerous as they left small cuts on the hero. But using his new speed, Bman ran up to him and gave him a Bman Punch uppercut. He then super jumped, as he did before in Control Freak's castle when leaves scattered at his feet, up to Imaginary Gary.

"Gravity Bomb!" the move spiked Gary back down, sending him in a crater. Bman then roughly landed on the cool kid, knocking him out.

"Who's bad?" he sang. He began to sing a few bars of how 'bad' he was before the Shadow appeared right in front of him, surprising him.

"Gotcha!" cried Timmy as he managed to trap Norm into the vacuum cleaner. One of his weaknesses was a Smoof-brand product, so he already knew how it would turn out.

"I'll get you Timmy Turner!" he cried out from the inside of the product. Timmy ditched the vacuum, earning a cry of pain from Norm as it hit the ground, as the Shadow approached him.

"Bring it on, child!" he sneered. Timmy took a swing of his wand and released several small yellow stars.

"Wishing Star!" he cried as the stars slammed into the evil silhouette. He then charged forward and smacked him with his wand. However, the Shadow blocked it with his larger wand. The two were left at a stale mate, each pushing their wand on the other.

"Bman! I could use a hand here!" cried the godchild.

"I'm kinda busy with the Shadow here!"

"Wait what?" Timmy glanced over to see the Bman dodging the Shadow's dark lightning. But he was fighting the Shadow!

"I've learned a few new tricks since when we last fought. I learned that-" Timmy cut him off of his story.

"Blah, blah, blah. You bore me." Said Timmy rudely as the Shadow looked indignant.

"You certainly haven't matured with age…" he stated.

"And you won't age anymore. DIE!" the crazed scream of Mandie came from behind Timmy. He glanced over at Bman just to see the Shadow he was fighting envelop him in his shadowy body, hoping to suffocate him. Thinking quickly, Timmy's wand glowed as he poofed over to Bman's side. Which led to Mandie breaking through the Shadow's wand with her sword and singeing his beard.

"WHAT THE HELL BITCH?" he cried as he put his beard out.

"WHO YOU CALLING A BITCH? I HAD THAT TWERP TILL YOU LET HIM GET AWAY!" screamed Mandie as she and the Shadow had a stare down. Norm's distant voice brought them out of their trance though.

"I hate to be the smartest one here. Actually, I love being that. But didn't you two forget something? Or someone?" he said sarcastically. The two looked over to see Timmy helping a dazed and shivering Bman to his feet, the pink aura gone.

"You cool?" he asked.

"I saw something weird in there. It looked like a dark version of me. Spooky…" Bman said, shivering.

Suddenly, to the shock of practically everyone, Bman's shadow grew longer and larger, before dividing itself up. From each patch of shadow sprouted an exact copy of Bman! They each had faint purple auras around them and piercing red eyes that glowed. The rest of their body was made of several different shades of purple.

The Shadow smiled widely at this turn of event as Bman looked worried. Timmy looked at the clones carefully as Mandie was confused.

"Ah! More soldiers for our army! Join me my dark brethren!" said the Shadow, arms raised wide in welcome. "Salute your Shadow King!"

All at once, the dark clones raised their hands up…and flipped him off. The Shadow looked furious as Tom Sawyer, Timmy, and Mandie laughed at his misfortune. Timmy felt good though; he hasn't laughed in a long time. Bman looked at his doppelgangers carefully, and after some gave him a thumbs-up or head nod, he understood. What he saw before was actually a Vision Surge! Bman smirked.

"They're not your dark brethren! They're my Shadow Bros!" he said proudly. He pointed at the two villains in front of them.

"DESTROY THEM ALL!" he cried as all the Shadow Bmans gave out battle cries and charged at the Shadow and Mandie. Tom Sawyer was still laughing his ass off as the Sphinx's eyes never left the heroes. Mandie was suddenly carried off by a group of wide-grinning clones.

"What do you think you're doing? PUT ME DOWN!" she yelled. The shadow heroes said nothing as they slowly took off her outer armor and weaponry as they ran her over to another room, shutting the door. After a few seconds, the door opened again and a clone winked at his original and put a 'Do Not Disturb' sign on the doorknob before reentering, locking the door behind him. Timmy sweatdropped as Bman blushed.

"Didn't see that coming…" Timmy replied.

"I did. And I'm trapped in a vacuum! Not bad Bman! I'll have to kill you when I get out, but not bad." Said the trapped Norm. Timmy gave Bman a curious look. Bman waved his hands defensively.

"I didn't make them do that!" he cried as Timmy face palmed.

"At least she's…preoccupied. And the Shadow's beat too."

"Not exactly!" the two turned to see a larger Shadow staring down on them.

"Your shadows gave me more power when I absorbed them! Try to stop me now!" he laughed evilly as Timmy gave a mischievous smile.

"You got it." He said, and with a wave of his wand, a giant flashlight appeared and shown down on him, causing him to smoke and cry in pain, shrinking smaller.

"They're can't be a shadow if you're surrounded by light." Said the godchild as the Shadow slowly smoked away into nothing. Bman cheered.

"Hells yeah! Four down, three to go!" Timmy looked at the Bman curiously.

"Who's the third?" he asked.

"Crocker. Duh!"

"Oh yeah." The Sphinx roared and prepared to charge at the duo. The boys however, looked unfazed.

"Would you care to do the honors?" asked Bman as he motioned to the Sphinx. Timmy bowed.

"My pleasure." He waved his wand at the Sphinx, and in a poof, shrunk it down to the size of a house cat! Bman laughed.

"Now, poof up a lazer pointer!" he said excitedly. Timmy's smile grew wider.

" I was just thinking about that!" He poofed up the requested item and fired it off. Like any normal animal, the Sphinx chased after it, trying to catch the red light as Bman and Timmy started cracking up.

But something caught Timmy's attention. "Hey, where did Tom go?" Bman shrugged.

"I don't care. A little of that weirdo goes a long way, and I wanna go break Crocker's legs now. You coming?" he motioned to the door opening that the Sphinx previously guarded. Timmy nodded determinedly as he charged inside with Bman. Unheard of by the two heroes, was the squeaky voice of Tom Sawyer, having been shrunk with the Sphinx and was currently hanging on for dear life.

"CONFOUNDED CAT! HAVE YOU GONE MISSOURI IN THE HEAD?" he yelled, but the Sphinx blissfully ignored him, chasing the magically floating lazer pointer.

As the two heroes entered Crocker's throne room, he saw a giant bored Crocker waiting for them on his gold throne. His scepter still swirled green, pink, and purple.

"CROCKER!" yelled a pissed off Timmy. Crocker gave a large creepy smile as Bman looked just as pissed.

"Ah, Mr. Turner. Late as usual, I see." He mocked. "And Mr. Allstaria. I see you're still alive. For now…"

"Enough talk Crockpot! Give me back my fairies!" ordered Timmy.

"And where's Spyro?" added Bman. Crocker rose from his throne.

"I think you mean my FAIRIES Turner. There what's IN right now." He said. When he said 'fairies', he appeared to have a small seizure, earning a 'WTF' look from Bman.

"And I have your dragon prepped as an additional source of magic just in case. But I won't need it…" he explained, raising his scepter threateningly.

"I'll kill you where you stand. For oppressing my rule, you both get an F!" he yelled before firing a large magical F at the two, causing them to split up. Timmy fired back at him with Wishing Star, but it didn't do any damage. Bman got closer to Crocker though and threw his warhammer at him. It impacted Crocker's helmet, dealing good damage. He looked over to Bman.

"Insolent bastard!" he yelled as he summoned falling rocks to crush the hero.

"Shadow Bros!" But as more clones appeared, the rocks suddenly destroyed them all. Crocker laughing approvingly. Bman then super jumped up to his face.

"Raging-" but before Bman could attack, Crocker shot out blue lazers from his eyes, blasting the hero backwards into a wall. Timmy's eyes turned red as he glared at Crocker.

"Two could play that game."

He fired red lazers from his eyes, much like the Powerpuff Girls, and left some of Crocker's armor scorched, but still strong.

"Not good enough Turner!" he mocked. He sent another magical blast out at him, but Timmy poofed away. The blast kept moving around and hit Timmy the second he reappeared! In his surprise, he dropped his wand. Before he could reach it, Crocker smacked it away with magic.

"Useless without your wand, eh Turner?" Timmy looked desperate, but he smirked to Crocker's surprise.

"No way. I still have a few tricks up my sleeves…"

Timmy suddenly transformed, without his wand, into a gorilla! Its fur was blue, but kept Timmy's hair, hat, and crown. He roared threateningly and beat his chest, his white eyes glaring at Crocker. Crocker looked aghast.

"How is this POSSIBLE? You have no WAND!" he spazzed in shock. Timmy smirked.

"I don't need a wand to transform myself! I have my Figiggly Gland!" Silence as Crocker just stared.

"Um…what?" he said. Timmy face palmed.

"Never mind." Awkward silence. Norm's voice could be heard from the other room.

"Hello? Mortal enemies over there. Less talking, MORE FIGHTING!" he yelled. The two gave an 'Oh Yeah' face as a newly recovered Bman face palmed. He quickly sent out more Shadow Bros to help Timmy. However, some of them wandered one of the large decorative curtains in the room…

Crocker was trying to swipe Timmy down, but he dodged the overlord as he climbed up to his head. He then started to pound the top of Crocker's helmet.

"Ouch! Ouch!" cried Crocker. The Shadow Bros jumped onto Crocker's arms, trying to weigh him down.

"Curses! Curses! Curses!" he cried. Bman watched from afar, smiling.

"That's how it's done. Good job Bros!" he yelled to his clones.

Suddenly, the sound of a machine sprung to life, alerting Timmy and the real Bman. To their shock, a few Shadow Bros activated a strange machine that was attached to…

"Spyro!" cried Bman. "What are you Bros doing?" he yelled as the Shadow Bros only looked at him. As the machine lit up, Crocker shook off the other Bros and Timmy. The Shadow Bros on Crocker dissolved in a puff of purplish black smoke, while Timmy landed on his feet and turned back to normal. Crocker cackled.

"Why, thank you Mr. Allstaria! That machine allows me to siphon the magic from your DRAGON to add to my FAIRY magic!" Bman scowled as Crocker's body glowed.

"Not for long, asshole." As he tried to rush up and stop Crocker, Timmy held him back. The hero turned to the godchild.

"Timmy! What the hell?" Timmy held up a finger, smiling.

"Wait for it…" Bman looked confused until Crocker gave a cry of alarm.

"WHAT? My magic! Where is my MAGIC?" Bman turned to Timmy, confused. So Timmy explained.

"He's losing magic because dragons are resistant to fairy magic. And any magic the dragon has is being withheld from Crocker's grasp." Explained Timmy.

"All of the power he had is being lost because of your dragon." Bman gave a nod in understanding. He turned to thank the Shadow Bros that found the machine, but they were gone. Crocker's scepter slowly began to lose power, the colors swirling around in the top slowing as well. Timmy looked at the scepter determined.

"Now's my chance." He said as he ran over to pick up his wand from the floor and faced a panicked Crocker. He reared it back like a baseball bat.

"Wishing Star!" he sent out a flurry of stars at Crocker, now doing significant damage against him.

"Heat Vision!" he fired another lazer from his eyes, piercing his armor as Crocker slowly began to shrink down. Not wanting to miss out of the beat down, Bman took his chance to attack.

"Arctic Crash!" he bombarded Crocker with hail, the man spazzing out in his unsuccessful attempts at dodging.

"Raging Flame!" Crocker yelled out in pain as he was set on fire, causing an explosion from his damaged suit.

When the smoke cleared, it revealed a much smaller Crocker, dazed. He was still taller then the two heroes, but he was scrawny. He wore a white dress shirt with a black tie, and had black pants and shoes. He had a humpback and, strangely enough, and ear on his neck.

"Curses…foiled again…is that you Mother?" he mumbled before passing out. Bman sweatdropped. "I was hoping for something a little more…elaborate. Or tougher, but this seemed more comical if anything. What do you think Tim?" Bman turned to find Turner not beside him. He was checking the broken scepter for something. All he found was some dust, colored green, pink, and purple.

"No…" he said dejectedly as he started to cry. Bman walked over and put a hand on his shoulder, empathetic to his situation.

"I'm sorry Timmy…"

"I…I just wish…I had the chance…to say good-bye." He said between sobs.

"Why would you say good-bye?" asked a new voice. Bman and Timmy turned around, to find a Shadow Bro with three figures. Timmy froze in shock at the three before him.

One was male with green eyes, white dress shirt, black tie and pants, and green hair that looked like Timmy's. Another was female with swirly pink hair, pink eyes, yellow earrings, yellow shirt, and black pants. The third was a baby boy with purple eyes, purple sleeper, and a strand of purple hair that looked like a 'P'.

All three were super deformed, like Timmy was back in his room, and had wands, wings, and crowns. They were Fairy Godparents; in fact, they were Timmy's Fairy Godparents!

Tears dabbed at their eyes. Sensing they needed some time alone, Bman went to go free Spyro from the machine he was trapped in. The Shadow Bro dissolved, his duty fulfilled in reuniting the fairies to their godchild.

"Cosmo? Wanda? Poof?" said Timmy in disbelief. He thought he wouldn't see them again. The trio nodded as the baby Poof flew over to Timmy, giving him a hug and crying into his godbrother's chest.

"Timmy…" he squeaked. It broke Timmy's heart to see his younger godbrother in so much turmoil.

"Are you OK, sweetie?" asked the pink Wanda. Timmy nodded as he reached out to embrace the two older fairies. Their family has finally been reunited. "I missed you guys so much. I didn't know what to do, but I did everything I could to save you…" sobbed Timmy.

"It's OK sport. It's over now…" said Wanda. The group broke up just as Bman and Spyro walked up to them.

"Thanks for the help back there dude. I owe ya one." Said a grateful Spyro. Timmy nodded and pets him as the green Cosmo gasped in surprise at Timmy's crown.

"Wow Timmy, nice crown! It looks just like ours!" Wanda gasped and looked at Timmy's head, the crown indeed floating above his hat. She put her hands on her hips.

"Timmy, why is there a crown floating over your head?" she asked. Timmy rubbed his head sheepishly.

"Because it's what's IN right now?" He said, but Wanda didn't look convinced. Timmy sighed.

"Well, I kinda found a second emergency wand in my room and I used it to be a fairy like you guys so Crocker would reveal himself and then I could find him and save you guys." He explained. Poof giggled and clapped as Cosmo grinned.

"That's cool Timmy! Now we really are like a big family! Oh, if only Phillip could see us now! She'd be so happy…" tears started to dab at his face, but Bman was curious to how someone named Phillip was a she, but didn't want to ask now. He stepped forward to the three fairies.

"Hi, I'm Bman. I'm glad you're all safe, but if its not too much trouble…" he motioned to the anti-magic seals on his palms. "Could you take these off of me?" he asked. Cosmo and Wanda took a look.

"Well, these seals don't look that strong. Together, we should be able to get rid of them." Speculated Wanda.

"Alright! One anti-seal wish coming right up!" announced Cosmo as he and his wife raised their wands. Poof giggled as he raised up a rattle. In a flash of yellow light, the seals evaporated from Bman's skin. The hero smiled and celebrated.

"Finally! I got my mayhem back! Miracle Cure!" he cast the healing light between them all, showing his power was back to normal. Spyro smiled at him.

"Thanks again Bman." Bman shook his head.

"No problem." Timmy turned from his fairy family to Bman.

"Dude, thanks for everything. I couldn't have done it without you."

"Don't worry about it. I was happy to help. Thanks for putting up with me." He joked. Timmy chuckled.

"Yeah, me too." He stuck out his hand with a genuine smile, Bman shaking it with a smile of his own.

"So, how about we put things back to normal?" said Timmy as his godparents raised their wands. Bman held out a hand to stop him.

"Dude, let me." Timmy blinked in response.

"You sure? WE got this so…"

"Dude, I insist. Besides, I'll show you my mayhem." He smirked mischievously as his eyes glowed.

Spyro looked worried. He had to talk Bman out of it. He couldn't let B-Mayhem take another piece of Bman's sanity away. He had to stop him.

"Bman, maybe you should let him do it." Bman looked at Spyro with confusion.

"I got this Spyro. Now, B-May-"

"NO!" Spyro jumped on Bman's back in a panic as Bman struggled to stay balanced. Timmy and his fairies sweatdropped at the scene in front of them, except Poof, who was laughing.

Spyro started bashing Bman on his head, but it only made him angry. His designs started to glow as Bman growled distortedly.

"B-MAYHEM!" The move's music sounded in G-major as the Bman looked…feral. When the move ended, the group was back in Timmy's room. Looking out the window, Timmy and his fairies saw that Dimmsdale was restored to its former glory. The grass was green, the sky was blue, and the houses looked much nicer; not the cruddy shacks Bman saw before.

Bman bucked Spyro off his back roughly, giving a death glare to the dragon, still glowing. His hand sparked dangerously as Spyro looked in shock. Bman was actually threatening him! It didn't last long as Bman's watch beeped, bringing him out of his mayhem-induced trance.

Bman answered it, revealing Bubbles, much to his surprise.

"B-Bubbles?" The blue Puff nodded, looking quite upset.

"Where have you too been? We've been trying to reach you for the past 15 hours! We even searched Bellwood for you two! What do you have to say for yourselves mister?" she asked. Despite being upset, she looked cute while she told off the boys.

Apparently, Timmy thought so too, as he had a blush across his face at the sight of the blond girl. Cosmo and Wanda noticed this; Cosmo was giddy with excitement while Wanda elbowed him to calm down and not embarrass them.

Bman sweatdropped. "Sorry Bubbles. Things got…complicated. We're heading back now." Bubbles huffed.

"Well, OK…" Her eyes caught sight of Timmy, giving her a small blush as well before signing off and opening a portal in the room.

Bman turned to Timmy. "Well, Tim. It's been a rush, but I must get home. It's been nice meeting you all." He said. "Unless, you wanna come join us? I could use a friend like you to lend an extra hand in defeating evil." he offered. Timmy shook his head, but Wanda spoke up.

"Of course he will." She said.

"I am?" said Timmy, confused.

"He is?" asked Spyro.

"He is?" said Cosmo, earning a look from his wife. "Oh yeah! He is!"

"But guys, I just got you back. I don't wanna just leave." Wanda placed a hand on his shoulder reassuringly.

"Sweetie, you're not 10 years old anymore. Whether or not you have a wand now, you're too old for fairies." Timmy's face paled.

"Are you guys going away forever?" he asked. She shook her head.

"We would never do that, Timmy." Cosmo started talking to his godson.

"It's just that you should go out in the world and meet new people, see new things, and eat new sandwiches! We want you to go out there and become stronger. Not just for us, but for yourself. GO GET 'EM TIMMY!" he cheered.

Timmy kind-of understood what his godfather was saying. He wanted him to go out and experience the world on his own, and in turn, hone his newfound magical powers. Maybe they needed a rest after the whole Crocker event as well? Timmy couldn't decide for sure, but he understood that much.

After a group hug with his fairy family, he turned to Bman and nodded as the two and Spyro entered the Portal. As soon as it closed, Cosmo and Wanda turned to each other.

"Are you ready to go to Fairy World?" asked Cosmo in a moment of seriousness. Wanda nodded as Poof looked at his parents curiously.

"…Poof?" he asked. He may only repeat his name as his main means of talking, but people understand him regardless. Wanda pulled him into a hug.

"It's gonna be OK Poof." She turned to Cosmo seriously.

"We need to find Jorgen. There's only so much we could do, but after we drop Poof off at your Mama's house, we go and tell him everything." And in a 'poof', they disappeared from Timmy's room, and also, Timmy's world.


	15. The Beginning of the End

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

It's been a few weeks since Timmy joined the group, and it's been hectic to say the least. Tension between everyone was getting higher, mostly with the angels.

Panty and Stocking were quickly becoming the most hated people in the castle. Timmy disliked them after they called him a 'sissy boy' due to his wardrobe color, while the others hated them for either obvious or personal reasons:

Ben because Panty tried to practically rape him, Geno for Stocking trying to mount him again, Spyro for them hoarding all of his gems, Blossom for utterly destroying her room, Buttercup for their flirting with Bman, Bubbles for their disrespect to Domino and everyone else, Gwen for their slutty behavior, Domino for taking advantage of Bman's kindness, and R.O.T.O.M. for...no one knew.

The mech wouldn't stop to talk about it, let alone they've been seeing him less and less…

Bman treated them with as much respect as possible, still believing them to be good. R.O.T.O.M. was also surprisingly cold to everyone, but the angels especially.

On a more positive note, Bubbles and Timmy seemed to like each other, but no one said anything; wait for them to start it on their own. If they ever do anyway; they never directly talked to each other, besides a few shy words. Timmy also really hit it off with fellow magical characters like Geno and Gwen, but he's being wary of Spyro; most likely that he's a dragon.

Dexter seems to be irked by the fairy boy due to his magic outclassing his science, but they don't act like enemies. Gwen found a new purple book titled 'Da Rules' in the library, must to Timmy's glee; he spent time reading it in the library to hone his magic. It's not perfect, but is improving.

Spyro was seen hanging around Gwen and Geno more often, but whenever Bman came within earshot, they stopped talking, much to the hero's annoyance and confusion.

It was early one morning when Bman woke up and yawned. His room was medium sized with a gold colored bed and ham-printed wallpaper. Next to him on a night table was a small bed for Domino, who was currently snoring slightly. Nearby, was Bman's cell phone and wallet; it was because of Domino's insistence that the valuables be kept close to the guardian, in case Panty or Stocking come snooping around for some extra funds.

"C'mon Dom. Up 'n at 'em." He said as he walked across the hallway to the bathroom in his boxers. His hair was unruly and messy. Domino opened his eyes and yawned.

"Morning…" he said as he made his way over to the bathroom as well, fur just as messy as his owner's. After hearing a flush, the door opened as Bman brushed his teeth. Domino waited for Bman to finish before attending to his business. The bathroom was blue with everything you would expect a bathroom to have. For obvious reasons, he made two bathrooms; one for the dudes and one for the girls.

Bman walked back to his room and opened his closet, revealing his clothes and a mirror. He fixed his hair, put on deodorant, and then his outfit for the day. Domino walked back into the room and climbed up onto Bman's dresser. On the top was a small mirror, brush, and box. Domino combed his fur and opened the box, revealing his collar. After putting it on, he suddenly froze with confusion.

"Bman?"

"Yeah buddy?" he said as he shoved his cell and wallet in his pockets.

"It's pretty quiet today, huh?"

"Yeah. Lucky us right?"

"Bman…" he said sternly. Bman saw his look and let the info sink in. Would the castle really be this quiet at…Bman checked his watch, reading 8:30am. With all the fighting going on ever since he brought the angels home? After a few minutes, he got worried.

"Something's wrong…" he muttered before dashing out of his room, Domino close behind him.

"Split up." Commanded Domino as Bman made his way to the other side of the castle. Domino turned into the nearest room and began a search.

Domino looked into the guy's room, hoping to see someone sleeping in. Unfortunately, the room was empty. He cursed under his breath as he sniffed around.

"I don't smell their scent…" he noticed as he ran around in an effort to find them.

Bman ran into the girl's room and the angel's room, not finding anyone. The angels were given their own room shortly after arriving, filled to the brim with presents, sweets, and clothes. Much to the happiness of the other girls.

"Stocking?" he called, only to have no answer.

"Gwen? Timmy? Dex? Geno?" No answer. He checked the kitchen and main room before rushing outside, shouting.

"BLOSSOM! SPYRO! PANTY! BEN!" Still no answer. Domino ran outside with a panic.

"I checked the library, game room, and girl's bathroom. Not a soul…" he said. Bman started to panic as he threw his phone down to the dog.

"Start dialing." He said as he fiddled with his watch. Domino's face paled slightly as he looked at the cell's screen.

"No bars, Bman." He said. Bman frowned in frustration.

"And my watch isn't working either. What the fuck is happening?" He threw his hands in the air before taking his cell from the dog. Domino climbed up onto his head, brainstorming.

"Well…maybe, if we check the Portal, we could see if it's been used."

"Could it be that someone hacked MY Portal and took everyone away?"

"It seems unlikely, but we should check it just in case. No other reason everyone would leave without telling us." Bman nodded as they went back inside. Neither of them noticed a ripple that waved and warped the sky for a split second…

Down in the basement, they saw that Dexter's miniature lab was just as empty as the rest of the castle. Domino jumped down as Bman swished away a nearby bug.

As Domino typed furiously into the terminal, the bug was pissing Bman off. The more he tried to swat it, the more it got in his face. Domino's curse broke the silence.

"Fuck! I can't even turn the fucking thing on!" He pounded on the keyboard in frustration before sighing in defeat. He glanced over to see Bman spazzing as he tried to kill the fly.

"Could you focus for like three seconds!" he yelled.

"Damn thing won't die! Son of a BITCH!" he clapped his hands together, squishing the bug.

"Ow…" it squeaked. Wait a minute…

"What the hell?" asked Bman and Domino at the same time. Bman looked in his hands to see an insect-like humanoid with one eye. It was metallic, and on its chest, just able to be recognized was a tiny…

"Ultimatrix!" announced Domino on Bman's shoulder. Bman did a double take and gasped. "Ben?"

"Technically, I'm Nanomech, but it's me alright." He squeaked.

"What the hell are you doing down here?" asked Bman as Nanomech flew down to the floor and transformed back into Ben. "And where is everyone else?"

"Something's going on. I heard noises this morning, so I snuck downstairs to see R.O.T.O.M. throwing everyone through the Portal back to their worlds like sacks of meat!" Dom and Bman looked shocked. "WHAT?" Ben nodded.

"He sent Spyro to Bellwood, but I didn't see Timmy or the angels. Luckily, I was able to evade him." The Portal whirled to life behind them, shocking the group. The world it showed was futuristic, but it was definitely not a world they've already been to.

"Not for long…"

The three turned in fright to see R.O.T.O.M. standing before them, pointing an energy cannon at the trio with a glare as cold as his metal exterior. Before any of them could process what was happening or respond to it, R.O.T.O.M. shot the three into the Portal before it shut off.

R.O.T.O.M. wasted no time as he unplugged the Portal, jet off to the game room, and scooped up the Portal of Power that came with Spyro's game. Next, he went to the library and started picking out Bman's autobiography. He entered his secret room within the library and laid out the items on a pop-out table. He pulled out several papers and books from other drawers in the room and placed all of the items within a large white box. He suddenly paused in his hasty packing.

"Oh shit…" he cursed.

He turned to the tattered book encased in glass and smashed the casing with his robotic claw. He placed it inside the box with the rest of his contents and after printing off a small note from his systems and adding it, closed the top with duct tape. His eyes then glowed a bright red as the box glowed in tune. He then started to recite a few words to himself.

"Beast, Alien, Dragon, Science, Perfect, Star, Angel, Fairy."

The package glowed a variety of colors until the lights calmed down. When they faded, a variety of symbols appeared in a circle on each face of the box. In a clockwise rotation, there was: Domino's green collar, a Plumber's Badge, a purple magical star, a blue capital D surrounded by atom rings, a silhouette of the Powerpuff Girls, each with their own color, in a pink heart, a red star with black eyes, a pair of pink panties matched with blue stockings and a black garter belt, and a gold crown. In the center of the circle was what looked like Bman's logo, but the 'XD' looked like a scared 'DX' without the teeth, as if the smirking face was in pain.

R.O.T.O.M. placed the box inside of his head via his storage compartment. His sensors picked up something foreign as he raced outside. Whatever the foreign thing was, it was entering this world from another.

In the sky was a large open portal dispelling several angels with weapons like bows and staffs. In the middle was an older being with long silver hair, a long green robe with white and yellow sleeves, and large white wings. He had a content smile on his face as the angels raised their weapons. R.O.T.O.M.'s systems beeped in accessing the strength of the invaders. He knew how this would play out.

"Well…" He started. R.O.T.O.M. formed energy cannons in both hands, sprouted Gatling guns at the side of his head, and his rocket launcher from his head. "Today's the day bitches die." His eyes glowed a fierce red in an intense glare, only to meet with the cool gaze of the angel's blue eyes.

Location: unknown

After being blasted into the Portal, Bman, Domino, and Ben tumbled along the hard ground of this new world. After scraping themselves off the ground, thankfully with no real damage, they took a good look around. The area looked like a long road in a futuristic city, the sky having a pinkish hue around them.

"See! I told you!" exclaimed Ben. Domino was flabbergasted.

"I can't believe this! Has R.O.T.O.M. been planning this the whole time?" Ben shrugged.

"I don't know, but I should have scrapped him when I had the chance." He said as he punched his palm. Bman shook his head.

"It just doesn't make any sense." He was surprisingly calm about it. But then again, after Darkball, he wasn't entirely shocked of the idea.

Suddenly, Bman was thrown right off his feet by a black metal blur, leading to a Vision Surge. He saw his legs running faster and faster. When it ended, he found himself on his back with Domino looked at him worriedly.

"Are you OK?" Bman nodded as Ben looked at the attacker.

"What the heck?" He saw a black figure with yellow highlights, red eyes, and an engine in its chest. It looked to be almost shoulder height to the boys and was shaped like a…hedgehog? Ben reached over his Ultimatrix as a precaution.

"Who are you?"

"…"

While the figure said nothing, boastful laughter filled the air as a fat human male raised up from below the suspended road on a metal hovercraft.

"Finally! You've arrived Allstaria!" Said the man. He was bald with a long white mustache, a sharp pink nose, blue sunglasses, and green goggles on his head. He wore what looked like an open black tuxedo top with yellow highlights, white buttons, and a red jumpsuit underneath. He looked at Ben and made a disappointed face.

"I never expected for Tennyson to be here, but its no problem. I'll take care of you just as quickly." Domino helped Bman to his feet and growled.

"Who are you?" The man looked regretful. "Oh, where are my manners…" he took a bow. "I am Eggman Nega, and I've been hired to take out the Bman and his guardian."

"Who hired you?" asked Bman as Domino climbed onto his head. Eggman Nega scratched the back of his head.

"I'm embarrassed to say that I never got his name, but he looked as if he was an angel. And he promised me that if I helped him get rid of you, I'd get a grand reward for saving the worlds!" The hero's jaws hung open.

"WHAT DO YA MEAN SAVE THE WORLDS?" they yelled, causing the man to flinch.

"Well, he didn't elaborate, but with that reward, I could rule the worlds myself! Mwahahaha!" He pressed a button in his hovercraft and it spouted a dangerous looking lazer from the back. "Get ready, Metal Sonic 3.0!" The robot prepared itself as it surged with power. "Let Stardust Speedway Zone become your final resting place!"

Ben selected an alien and slammed down on the Ultimatrix. He became a humanoid feline-like alien slightly taller then his human form. It had a black suit-like color scheme, and its hands, legs, chest, and part of his head are colored blue, with spikes on his hands and legs, and mask-like fins on his face. His voice sounded like Spidermonkey's, only without the playfulness.

"Fasttrack!" he cried before speeding off down the road, with M3tal not too far behind. Eggman Nega fired his lazer into the road, destroying it as he made his way over to the Bman. Bman started to sprint, but the lazer was closing in fast.

"I can't outrun it!" he cried scared.

"Use your new Sonic Rave! It'll let you move 7 times as fast as normal!" said Domino, as the lazer got even closer.

"Gotcha! Sonic Rave!"

Bman's body was outlined in a blue aura as he suddenly ran off at super speed! Behind him, trailed a couple of blue after-images of the hero himself. Domino clung to his hair for dear life, as Eggman Nega was shocked.

"WHAT? Oh, no matter. I'll just pick up the speed." He said, moving his hovercraft faster after the heroes.

It wasn't long until Bman caught up with Fasttrack, much to the alien's surprise.

"Wow, nice moves."

"Yeah, thanks for ditching me back there." Bman said sarcastically. Fasttrack sweatdropped.

"My bad…" M3tal was currently flying overhead as they continued to outrun Nega's death lazer. Domino looked up at it.

"Take it out before it moves!" he commanded. Upon hearing him, M3tal flew behind them and started charging power. He suddenly charged forward in a spinning tackle, bursting with energy. Domino peeked behind them.

"Jump!" he yelled. Without losing momentum, the speeding heroes barely dodged the attack. Bman however, did a very risky move when M3tal was below him.

"Gravity Bomb!" He smashed the robot down, stalling on the ground slightly. He quickly picked up the pace before the lazer vaporized him. Domino looked irate and Fasttrack was shocked.

"Why would you do that? You almost got vaporized!" said Fasttrack. Domino bonked him on the head.

"Idiot." He said. Bman looked offended.

"We have to do some damage somehow! And look at him!" They saw M3tal, who seemed to be…stalling? His head twitched as he slowly hovered, leaking steam. Bman smirked at the disbelievers.

"Told ya!" he gloated. Fasttrack took the opportunity to get under the robot and performed a jumping uppercut him, sending him rolling over the ground. He quickly recovered and took off to the air before the lazer evaporated him.

The evil robot then flew off to a neighboring road, confusing the heroes.

"What's it planning?" asked Bman aloud. M3tal then flew threw several streetlights that lined the road, sending them crashing down over the trio.

"Watch out!" cried Bman. Using the shadows, the speedsters avoided the falling lights, making Nega upset.

"Oh, just stand still! You can't run forever!" he yelled. M3tal flew back over in front of them, sparking electricity around him.

"Oh, hell no." Bman took out his warhammer and threw it at the robot's head. Despite the damage, M3tal enveloped himself in an electric field, raining down thunderbolts as he started to close in on the heroes.

"Shit! What now?" asked Fasttrack, now stuck between a lazer and a thunderstorm. They had to slow down to avoid getting fried, but where would they go? Bman's eyes started to glow pink.

"B-Mayhem!" he transported the three of them in front of the two enemies. Nega put a hand to his chin, thinking.

"Hmm…I forgot about your signature Mayhem…time to up the ante." He pushed a button, making his hovercraft shoot additional heat seekers. M3tal's eyes glowed in determination as he flew back towards the fleeing heroes. Domino gasped.

"Shit just got real again!" he warned, with the runners just barely dodging the missile assault. Suddenly, Bman's speed started to slowly drop as he started to lag behind.

"Um, Dom!" he said. Domino's eyes widened in alarm.

"The move's wearing off! We need to wrap this up NOW!" he yelled as Fasttrack nodded. Bman took a deep breath and exhaled at M3tal.

"Raging Flame!" The fire came into contact with its metal body as M3tal flew around, trying to avoid it. But no matter where it flew, Bman kept the fiery onslaught on target. Eventually, Bman stopped to regain his breath.

"Hells yeah…" he puffed. Aside from a slight reddish glow, M3tal didn't look that damaged.

"I don't think that did much." Commented Domino as Bman took another massive speed loss. Fasttrack gasped as he grabbed Bman's arm, hoping to keep him up to speed and out of harm's way. Bman smirked.

"Hang on." He said. Domino and Fasttrack looked confused as Nega shot out more seeker missiles at them. But instead of following the heroes, the missiles went after M3tal! As the projectiles exploded, Nega was furious.

"NO! How could this happen?" he cried. As M3tal started smoking, Fasttrack scooped up Domino and grinned.

"Let's end this!" He temporarily let Bman go, now only barely able to keep his speed, threw Domino at Nega's craft, and jumped up at M3tal. Domino curled into a ball and crashed into Nega's lazer, causing it to break. Domino then flew upwards from the impact as Bman looked on in awe.

Meanwhile, with a quick twist, Fasttrack kicked M3tal so hard that it exploded. Nega freaked out.

"SONOFABITCH!" Domino crashed back down onto his control panel with a wide grin.

"That's how we roll, BEE-YOTCH!" He stuck out his tongue before he jumped back down to the ground. Bman was currently on the ground, gasping for air as his Sonic Rave finally wore out. Fasttrack caught Domino as Eggman Nega's smoking craft started to fly away.

"YOU'RE GOING TO PAY FOR THIS!" he vowed.

"Shouldn't we stop him or something?" asked Domino. Fasttrack shrugged as he turned back into Ben.

"Dunno. We won this one, but I got a feeling that this isn't the end of it." He went over to Bman.

"You OK?" Bman nodded tiredly as he got to his feet.

"Now, what's the plan?" asked Ben. Domino paused in thought.

"I'm not sure. But something IS definitely going on behind our backs. And we need to get to the bottom of it." Bman finally gathered his thoughts.

"The best thing is to gather the team. I got a bad feelin in the pit of my sneaker…" Domino and Ben nodded in agreement.

"First stop: Dimmsdale. We'll need Timmy's magic to get the better edge in all this hoopla. B-Mayhem!"

And with a large distortion, Bman, Domino, and Ben transported out of the zone.


	16. A Turner For the Worst

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Dimmsdale  
Normal POV

As the three reappeared, Bman was glowing once again.

"Is he OK? He's been glowing a lot recently…" asked a worried Ben to Domino. Bman was breathing heavily, his shirt designs, eyes, and now his shoes, were all glowing pink.

"Well, he must be fine. It's just a way that his mayhem resonates through his body. It fills him with more power…or at least that's what R.O.T.O.M. used to tell me." He looked at his master worriedly as they followed him to Timmy's house. Hopefully, they could find the magical teen before something bad happened.

However, inside the house, they found a fiery haired woman lounging on a recliner, watching TV. She wore a green top, black pants, black shoes, pink eyes, pink lipstick, and a long ponytail. Domino slowly backed up from the window, looking scared.

"I-I don't know w-who she is, but l-let's avoid her…trust me." He stammered. Ben frowned.

"OK…so, what do we do about her?" he wondered. Bman motioned to the two. "Go in back through the window. I'll distract her." He said, his voice slightly warped. Dom looked unsure, but nodded.

"OK. Be careful." He said before they departed around the back. Bman turned to the redhead, taking note of her bubble butt as she bent over to pick up a magazine. He gave a toothy grin as he knocked on the door. She opened up, giving an angry looking scowl on her face.

"What do you want?" she asked rudely. Bman stepped in and shut the door behind him. "Dat ass."

Upstairs, Ben and Domino found their way to Timmy's room and went inside.

"Timmy! We need your…" he stopped when he noticed that the godchild was not there.

"Damn. I was hoping he'd be here." Complained Ben. All that was in the room was Timmy's fishbowl, with one small goldfish and a pink sunfish that looked like a heart. The goldfish had a small gold crown over its head as it looked curious to the new people in the room. Ben walked over to the bowl and pointed at the fish.

"Hey, isn't this one of Timmy's fairies?" he asked Domino. They both heard Bman's story of what happened in Dimmsdale with Crocker's take over. Including, after Bman reassured Timmy that it was OK, Timmy's Fairy Godparents. Domino walked over.

"Yep. It's Poof." He confirmed. Ben smiled at the fish.

"Hi Poof! Have you seen Timmy?" The goldfish looked eager to do something, but the sunfish swam in front of him. Ben frowned.

"C'mon. Let Poof talk." He tapped the glass, but it only made the sunfish squirt water at the alien hero, much to his annoyance.

"Let me try." Offered Domino. He made the cutest face he could muster at the infant. Poof's face lit up as he poofed in front of the duo in fairy form, hugging Domino tightly. The pup smiled.

"Bingo." He remarked.

"Oh poo! I was afraid of that happening." Said the sunfish. It poofed in front of Ben, wearing a diaper, pink suit with hearts, pink bowtie, pink feathery wings, blue eyes and pink hair. He was definitely male. Ben blinked.

"Who are you?" Ben asked.

"Why, who do you think, silly? I'm Cupid, god of love." He said, brandishing a bow and arrow and posing, giving Ben proof. Ben looked amazed at their really being a cupid, and not being just some holiday icon. Domino spoke up, gaining Cupid's attention.

"Do you know where Timmy is?" he asked. Cupid's smiling face turned into a frown. Using magic, he poofed up a TV to keep Poof distracted. Now free of the baby's grasp, Domino jumped up onto the bed as Ben took a seat next to him.

"There's something dark going on in Fairy World. I was asked to keep Poof out of trouble here. They said they would call back, but I haven't heard anything from them. I'm starting to get worried here…" admitted Cupid.

"Well could you take us to this Fairy World?" asked Ben.

"Oh sure! But don't you wanna get you little lover boy downstairs?" he said with a smile.

"Already here." Came Bman's voice from the doorway, his body normal.

"Hey, how did you deal with that woman downstairs?" asked Domino as he climbed onto Bman's head. Bman smiled as his eyes glowed.

"Let's just say that she warmed up to me after I showed her my deep feelings." He said. Domino looked surprised as Cupid smiled slyly.

"You opened up to her and it worked?" asked the dog.

"Well, I had to force her to open up, but soon, she was doing it all on her own." As he finished the sentence, his eyes returned to normal.

"OK, everyone! To Fairy World!" With a snap of his fingers, the trio disappeared. Cupid immediately squealed.

"Oh, I just love it when love is in the air! And this one smells SAUCY!" he giggled to himself as Poof watched the TV show without interruption.

Location: Fairy World

The trio appeared in a poof, immediately confronted with the bright colors of the area, despite the place being trashed. Instead of solid ground, the boys were standing on…

"Pink cloud?" said a confused Bman. "Seems legit."

"Look. This place is trashed." Said Ben, motioning to the holes in the buildings and road. A lot of ladders, broken saltshakers, and mirror shards were everywhere. A fiendish cackling could be heard in the air.

"And I guess we found the garbage man." Said Bman as he and Ben raced down the road, careful to avoid the hazards.

Soon, they came upon a wounded Timmy fighting…himself? The doppelganger looked like a paler version of Timmy, with bat wings, pointy ears, and a black crown. He wore a black hat, blue eyes, blue shirt, black pants, black shoes, a darker blue jacket, blue hair, and blue eyes. Instead of Timmy's overbite, he had vampire teeth. He also held a black wand in his hand, slightly glowing.

"Guys? How did-" Timmy was cut off when his doppelganger shot him with several dark Wishing Stars, knocking him down.

"Timmy!" cried Bman as he began to glow again. He took out his warhammer and smashed it on the ground threateningly. The look-a-like smiled evilly.

"So, look who's still alive…" he commented. Even his voice sounded like Timmy's! "I guess Eggman Nega failed miserably. As expected…I'll just waste you with my loathsome copy."

"FUCK THAT!" yelled Bman. "You aren't wasting anyone, you fuckin clone!" The dark Timmy looked amused.

"I am as much as that twerp as he is to me." He said.

"WHAT are you talking about?" asked Domino. Suddenly, two small beings anti-poofed next to the bad boy. One was male with blue fancy clothes, black pants, green eyes, vampire teeth, a blue hat and a monocle. The other was female with pink eyes, crooked teeth, blue swirly hair, blue shirt, black crown, and black pants. Both of them had blue skin, black bat wings, and dark wands.

Ben's eyes widened in shock.

"Cosmo? Wanda?" The dark Cosmo shook his head.

"On the contrary, I am not that buffoon Cosmo. I am in fact Anti-Cosmo. I am an Anti-Fairy."

"What's an Anti-Fairy?" asked Domino. Bman and the dark Timmy were giving each other a stare down as Timmy slowly tried to stand.

"An Anti-Fairy is in fact the evil counterpart to all fairies. For every Fairy in existence, there is an Anti-Fairy. And as opposed to a Fairy's good magic, granting wishes to miserable children, Anti-Fairies use their black magic to cause bad luck on Earth. Friday the 13th is our Christmas!" He and the Wanda clone laughed.

"Fairies and Anti-Fairies are also opposites. While Cosmo is stupid and spacey, I am intelligent and calculating." He motioned to the dark Wanda. "And while Wanda is smart and sweet, Anti-Wanda is as dim-witted and mean." Anti-Wanda smiled widely.

"Aw, y'all say the pertiest thins! I can even eats with meh feets!" she announced with a southern accent as she proceeded to eat a sandwich with her feet. Domino sweatdropped.

"More rednecks…yay." He muttered.

"So…" started Ben as he pointed at the two Anti-Fairies.

"Anti-Cosmo…Anti-Wanda…and," he pointed to the Timmy doppelganger. Bman scowled.

"Anti-Timmy." He said with Anti-Timmy nodding.

"That's right. While HE is caring with a short attention span, I am cruel and attentive to detail." Anti-Cosmo smirked as Anti-Wanda finished her sandwich.

"You're not so special, fairy boy. I can match your power, if not succeed it. And just like you, I have my own fairy family!" said Anti-Timmy as he motioned to Anti-Cosmo and Anti-Wanda.

"We're da first Anti-Fairy Godparents in history!" announced Anti-Wanda. The Anti-Fairy family laughed evilly together.

Bman roared distortedly as he charged at Anti-Timmy, only for his wand to glow blue. He then summoned two black cats the size of lions. Unfazed, Bman stabbed one with the sharp side of his warhammer and bashed the other one's head in, killing them both. As he anti-poofed up more giant black cats, Anti-Cosmo and his wife flew away from Anti-Timmy. Domino chased after them.

"Not so fast, freaks!" he yelled. But he soon gasped in pain as he was being crushed in a fierce hug by a small square Anti-Fairy. He had all the traits of an Anti-Fairy, purple eyes, a baby bottle with bat wings, and facial hair. He had a strand of hair looked like an 'F'. He spoke in a more mature voice as he pressed the pup against his skulled baby sleeper.

"FINALLY! I get my own puppy all to myself! I can't wait to rub it in Poof's face!" Did he say Poof? After some quick thinking, Domino spoke up.

"Let me guess…Anti-Poof?" he said. The baby Anti-Fairy sneered.

"Not quite, Clarice. I…am…Foop!" he cried triumphantly. Domino sweatdropped. "I'm a boy idiot…" he muttered as Foop crushed him tighter.

"Maybe a tighter leash would tame you, you unruly beast!" he announced as Domino finally escaped from his grip, looking ready to run if need be. And as Foop's bottle glowed dangerously, Domino sweatdropped again. "Oh snap…"

Timmy cried as he was blasted back by several dark Wishing Stars. While Bman fought off the army of cats and Ben chasing after the Anti-Fairy couple, he was left with the duty of defeating his doppelganger. His wand glowed gold as his patience, and his stamina, was wearing thin. Anti-Timmy chucked as his wand glowed blue. "Done already?" Timmy did a battle cry as he charged Anti-Timmy, their wands clashing. Blow after blow, wand met wand, both sides seemingly equal; until Anti-Timmy took to the sky with his bat wings.

Wand glowing, he summoned several dark blue comets to rain down on Timmy. Magically sprouting his own Fairy wings through his jacket, he dodged the onslaught and fired a beam of magic from his wand. Anti-Timmy blocked it with his wand and flew away from a surprise close range attack by his good counterpart.

Timmy's eyes glowed red as he used his Heat Vision, but was only met with Anti-Timmy's blue Cold Vision. As the beams stayed at a crossroads of power, they soon caused a diffusion of power, exploding and blowing the two Timmy's backwards in clouds of smoke.

Gaining his bearings, Timmy began to think. His magic was getting no advantage against Anti-Timmy, and he was getting whipped. There had to be something he could do to turn the tide. Since Anti-Timmy has existed ever since he wished himself into a Fairy, he knew all of Timmy's new magical attacks, but…

"He never got to know my childhood!" exclaimed Timmy in an epiphany. He smiled deviously inside the obscuring smoke, wand glowing dangerously.

Anti-Timmy blew away the smoke with his bat wings, glaring at where Timmy was blown back. He scowled. He knew that his good copy was still conscious, most likely planning something. It's fortunate that his good half wasn't as cunning as him.

"What's the matter, Timmy? Black cat got your wand?" he laughed mockingly.

"Suck it poser!" He heard. Growling, he launched a concentrated blast of anti-magic at the cloud, hearing a satisfying sizzle on the other side. He smirked evilly, the deed being done.

"It's about time I clip your wings, eh old bean?" he chuckled to himself as he began to float over to what remained of his good half.

"Suck it…poser." Anti-Timmy froze in astonishment. He just killed him and he's still talking. Gazing at the smoke carefully, he gasped at the sight of a mutilated, burning, torn…

"Timmy Doll?" Announced the Anti-Fairy angrily. Indeed, a lifelike plush of Timmy stood where the real Timmy once was. There was a pull string slowly reeling in behind it.

"Suck…it…poser…" he murmured before the voice box gave out. Anti-Timmy growled. He didn't like to be deceived.

"He-yah!"

Timmy's battle cry made the Anti-Fairy turn in shock, only to meet Timmy's pink flaming fist. The burning punch seared his face, sending him flying backwards. He was quickly met with another flaming fist, sending him flying backwards in another direction, only to meet with another punch, with a similar result.

And again.

The process repeated several times. Until, Anti-Timmy screamed out in anger.

"ENOUGH!" He spread out his wings, regaining his balance, and gasped at the sight before him. There was not one Timmy with fists aflame, but 7! All of them had dangerous looks on their faces.

"How do like my Fillet of Fist?"

Anti-Timmy's wand began to glow, planning a counterattack, but stopped when he felt a massive blow come down on his head from out of nowhere. Anti-Timmy could have sworn he heard a chuckle above him too…

Sent spiraling down, he landed in a crater on the ground. He slowly picked himself up, clutching his head. He heard stomping coming closer to him, only to see a large muscular rhino in a yellow and red Superman costume charging at him. He rammed into Anti-Timmy, sending him flying far away from the crater and deeper into Fairy World.

"The Horn of Protection never sleeps!" he cried in a manly voice. As he thrust out his muscular chest, showing off the 'H' marked Superman shield logo, his red cape flowed majestically in the wind. He watched Anti-Timmy fly contently.

Anti-Timmy's eyes peaked open through the pain he had recently endured. That rhino hit like a freight train. And where the hell did that thing even come from anyway?

Looking ahead, he saw a small horde of Timmy clones pointing pink bows in his direction from the distance. The arrows had pink heart-shaped arrowheads, with one Timmy in front of the rest. He pointed at Anti-Timmy dramatically.

"FIRE!" All the archers fired their heart arrows, sending a wave at the Anti-Fairy. Waving his wand, Anti-Timmy anti-poofed to dodge the wave, reappearing where he once was. He breathed a sigh of relief looking back, but looked forward in surprise. Time seemed to slow, as he was face-to-face with an arrow with a stick of dynamite instead of an arrowhead. Anti-Timmy cursed in his head as the explosive exploded.

Sent flying again, he soon looked ahead yet again to see a single Timmy standing in the path. Taking his opportunity, he pointed his wand at Timmy.

"DIE TURNER!" he shouted in rage as he fired a humungous beam of dark magic at the fairy. Timmy made no motion to dodge the blast and let it consume him. Anti-Timmy smiled insanely, finally having his good copy destroyed. But once again, the smile turned into a fearful frown as Timmy remained unscathed! He held out his right hand, revealing a white mitten with two light blue stripes on it. On the back and the palm was a light blue snowflake.

"Chill out, bro." said Timmy as the glove suddenly created freezing cold ice from itself. It shot like a beam towards Anti-Timmy, effectively freezing him in a block of ice with his look of unbridled anger plain for all to see. Timmy smirked at his evil copy, taking the mitten off and pulling out an oversized green hammer.

With a small grunt, Timmy slammed it on the ground, creating a small tremor to crack the ice prison his Anti self was trapped in. It was not enough to free him, but enough for him Timmy to get some good direct contact with him. With a mighty swing, the hammer met its mark against Anti-Timmy.

It completely shattered the ice, and sent him sprawling down along the ground. After he finally stopping rolling on the ground like a ragdoll, a blue snake came out and snatched his wand away from him. Anti-Timmy could only watch in defeat as the snake reformed into Timmy Turner's arm, a stony glare on his features. Anti-Timmy was reeling in denial.

"H-How could you do this? You're magic was nothing against mine! Y-You should be dead!" He cried out. "WHY AREN'T YOU DEAD!" Timmy only unzipped his jacket and revealed what he had on his inside. Anti-Timmy looked on, faced paled, as he witnessed several good luck charms; A 4-leaf clover, some red horseshoes, a few rabbit's feet, several pennies, a Magic 8-Ball, a wishbone, and a pair of dice.

"It's common knowledge that Anti-Fairies cause bad luck with their dark magic, so good luck charms protect people from it." Timmy explained, zipping his jacket back up. Anti-Timmy shook his head in denial, his body aching.

"B-But I don't understand! How could you defeat ME! I'm smarter then you, stronger then you; how come you won?" He demanded.

"I won because I used not my raw magic, but shaped magic. I used wishes from my own mistakes and misadventures from when I was 10 to totally take you by surprise." Anti-Timmy's eyes widened. He couldn't remember anything from his past! He only remembered coming into existence in Anti-Cosmo's castle in Anti-Fairy World, immediately being taken in by his Anti-Fairy Godparents.

Just then, Timmy saw Terraspin walk up with Anti-Cosmo, Foop, and Anti-Wanda under his arms, a fur tussled Domino next to him, carrying their wands and bottle. After he put the Anti-Fairies next to Anti-Timmy, Terraspin transformed back into Ben, sighing.

"Took ya long enough. We've been done for 15 minutes." Said Ben. Timmy chuckled.

"Sorry to waste your time man." Said Timmy. The two laughed slightly, easing the tension from their battles. It took Ben awhile to realize that Terraspin was just as resistant to magic as he was to Mana. And Domino was just glad he found Ben before Foop's giant dog-eating radioactive teddy bears from the dark side of Uranus mauled him.

Looking around, Ben noticed a lack of black and white. "Where'd Bman get to?" he asked. Timmy shrugged and Domino looked shocked.

"Shit! I forgot!" He started looking around in a panic, looking in craters, windows, and manholes. Ben picked him up by his collar.

"Chill out Domino. He's fine wherever he is." Timmy waved his wand, poofing up a blood covered and glowing Bman, snarling with added adrenalin. The other three heroes gasped, looking a little sick.

"HOLY SHIT ARE YOU OK?" yelled a concerned Domino. Ben got closer to inspect for wounds.

"I-I don't see any wounds…" said a worried Ben. "Could you heal yourself Bman?"

"H-Heal…ing…weak…must…fight…" jabbered the Bman. Timmy stepped forward.

"Hang on a sec…" Timmy pulled out a green first-aid kit. Upon opening it, it expelled green light like a fountain, surrounding himself and his fellow heroes.

"Hope you all feel better after this." He said. As the blood disappeared off of Bman's body, he closed his eyes and took a calming breath. Upon opening his eyes, he became back to normal.

"That felt nice Tim." Said Bman. Timmy closed the box and put it back in his pocket. Ben turned to Bman.

"Ready to move on?" he asked. But before Bman could answer, his cell phone started to ring, causing Bman to jump from surprise. After fishing it out, he answered it.

"Um…ello?"

"BMAN ALLSTARIA!" boomed Garterbelt's voice from the hero's cell. The volume caused Bman to jolt the phone away from his ear, remaining so loud that everyone could hear him. Just in case it may break the phone, Bman put it on speaker.

"I NEED YOU IN DATEN CITY RIGHT NOW! THERE'S ALL KINDS OF SHIT FLYING AROUND, AND WE NEED YOU HELP! DAMN BITCHES! SCREWING UP MY WONDERFUL PLAN! DAMMIT CHUCK, DON'T EAT THAT SH-"

The call dropped, leaving the group in awkward silence.

"So…" Domino spoke up. The others looked at him. "Daten City then?" Ben and Timmy sighed while Bman nodded.

"If we have to…" said Ben and Timmy. With a wave of Timmy's wand, a large butterfly net covered the Anti-Fairy group.

"That should hold ya." Said Timmy. Bman grinned widely. "B-Mayhem!" The three, now four having found Timmy, disappeared from Fairy World.

Now sure of their departure, the three smaller Anti-Fairies smirked. "Make the call." Instructed Anti-Cosmo. Anti-Timmy nodded as he pulled out an evil styled cell phone. Using its speed dial, he reached his recipient.

"It's me. They're on their way." Said Anti-Timmy cryptically.

"Excellent." Said the voice on the other end before hanging up. Anti-Timmy and his Anti-Fairies laughed forebodingly, despite having been beaten by the heroes. For as far as they knew…

It was only a matter of time.


	17. Angels, Demons, and Ghosts Oh My!

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Daten City  
Normal POV

Garterbelt sighed. Why did the Heavens give him two worthless bitch angels with an idiot of a companion like Chuck? The zipper pet had just eaten his cell phone whole, effectively cutting off his connection to the Bman. And after beating Chuck to a small pulpy mush, he pulled out his spare cell phone, dialing Bman's number once again.

"C'mon, C'mon." he said impatiently. And given the current circumstances, it was expected. It was just a short time ago that their mysterious enemy decided to enact a plan to bring Hell on Earth, and if Daten City fell, the multiverse would be next.

Currently at the church, Garter needed additional help; especially that Panty and Stocking weren't all that trustworthy to begin with. They needed himself, Chuck, and Bman there with them.

Suddenly, in a flash, the heroes appeared in front of him, calming his nerves. He noticed Bman was glowing, but dismissed it when it faded. One potential problem at a time…

"It's about time y'all showed your asses!" He said. He raised a brow at seeing Timmy and not anyone else like Blossom or Geno. The heroes looked urgent.

"Garter! What's the emergency?" asked a frantic Domino. Timmy poofed Chuck back in one piece as Ben and Bman stared off in the distance at the two horn shaped buildings in the middle of Daten City.

"I think that's it." Said Ben, pointing out. The group turned to see a pulsating glow emanate from the skyscraper between them. Garter's eyes widened.

"Quickly, everyone in See-Through. We'll need a closer look." The group nodded, despite Timmy not knowing exactly what See-Through was, and quickly boarded, driving off closer to said lights.

Cruising down the street at breakneck speeds was Chuck, Garter next to him in shotgun. The three other humans took up the back, with Domino on Bman's lap.

"Are we there yet?" moaned a bored Timmy. The building seemed a lot closer before.

"Patience is a virtue, so shut the hell up till we get there." Said an irate Garter. Timmy mumbled something under his breath in retaliation until something caught his attention.

"Guys! Look!" he alerted, pointing to the sky. Indeed, a large two-headed dragon was making its way toward the vehicle. And it didn't look friendly. Thinking quickly, Timmy drew out his bow while Bman's hands sparked up. Ben searched through the Ultimatrix for an alien.

"I got this." They all said as Ben slammed down on the gauntlet. He turned Echo Echo, but then hit the badge on his chest. He then became a tall blue robot with several discs attacked to his body. His voice was robotic.

"Ultimate Echo Echo!" the alien threw two of his discs at the dragon, which unleashed damaging sonic vibrations. After enraging the beast, Ultimate Echo Echo flew up, leaving Bman and Timmy amazed.

"OK…you got this." They said. The alien nodded.

"I'll catch up later." He said before sending out more discs at the dragon distracting it long enough for See-Through to travel past.

A few more miles ahead, there where two small gophers fucking happily in the street. Or they were, until Chuck ran over them while parking See-Through. Garter stepped up to get a better vantage point. Unfortunately, that vantage point included crushing Chuck under his boot. Timmy, Bman, and Domino looked at the distant scene with curiosity. There were now four lights clashing in the sky; blue, red, pink, and green.

"Everything's going according to plan." He stated, causing the three in back to sweat drop. Didn't he just call them saying that things weren't to plan? They decided not to say anything while Garterbelt continued, holding up his spare cell phone.

"She's de-re-virgin-ized. Her hymen's been thoroughly destroyed, so she's gained all of her angel powers back! God works in mysterious ways..." He said, making the boys blush. Just what the hell did they miss out on? Bman began to fade in and out from glowing, caused Domino to be concerned, but that passed when he stayed normal. The guardian started to question what Bman was going through, and if it was more of a problem then he realized…

Garter's eyes widened at the sound of distant screaming, accompanied by a small object falling from the sky.

"What the hell is that?" asked Timmy as he poofed up a pair of binoculars. He looked through them, only to have his face distort in confusion and slight disgust. "Some naked dude falling outta the sky." He stated.

"Let me see." Said Bman, using B-Mayhem to give him a telescope. Upon inspection, he saw the falling figure to have curly red hair and grey headphones. Bman freaked out in alarm, having identified the object.

"B-Brief?" he said, alarming Domino as Bman made the telescope vanish.

"What's he doin up there?" asked Domino.

As soon as they saw Brief crash down on the skyscraper, Garter revved up See-Through.

"SHIT! TIME TO MOVE!"

Without an explanation, Garter drove off at full speed to the skyscraper in question, Chuck was mysteriously alive and sitting in shotgun. The three in back were hanging on for dear life as See-Through began to drive UP the side of the building! The skyscraper started to transform and grow, becoming more like a large pedestal with a glowing crystal ball on it when viewed from afar.

As soon as it stopped transforming, See-Through had already reached the top. As it drove over the edge and onto the roof, Garter yelled to the heroes.

"JUMP!" Upon command, Bman's current group leapt out of the SUV and landed somewhat safely next to Garterbelt. Except Chuck, who was still inside when See-Through crashed.

Timmy began to breath heavily, hoping to catch his breath after such a wild drive. Bman looked relatively fine, but Domino looked somewhat sick. "And I thought your Power Drill was bad…" he said while Bman slowly lowered him to the floor. Garter yelled out angrily.

"What the shit fuck? This ain't going according to plan at all!" he yelled.

"Didn't you just say things were fine?" asked Bman.

"Make up your mind…" muttered Timmy.

Flying down from the sky revealed two girls, both with white wings and togas. They were Panty and Stocking! They were both dual wielding their weapons, Panty looking especially angry.

Stocking on the other hand seemed…off somehow. Domino couldn't quite put his paw on it, but decided to keep an eye on her just in case.

"Hey what's up douche nozzle? B to the dubs, I'm still pissed at you for kicking me out." leered Panty. Garter didn't respond to her, ignoring the bitch. She then noticed Bman and the others.

"Hey Game Boy. Mutt, sissy boy." She greeted, angering Timmy and Domino. Bman blushed and smiled when he heard her nickname for him.

"Y-Yo Panty." He looked over to her sister, a blush on his face.

"Hi Stocking." He greeted with a nervous wink. Domino face palmed. Now was not the time for this…

Surprisingly, Stocking winked back, licking her lips. "Hey Bman..." Bman blushed harder as he began to fade in and out of glowing. Domino got worried, but before he could say or do anything about it, Timmy's voice broke out.

"Hey guys! Look!" the group turned to where he wanted them to look, Bman back to normal. What they saw was a glowing orb, which when faded, revealed Brief! He was inserted into the building like a key by his…his…

"Is your penis stuck in a building?" asked Bman in pure confusion and slight amusement. Embarrassed, Brief began panicking.

"H-H-H-Hey! I don't wanna be stuck like this! Get me out guys!" he cried. His voice was just barely audible over the angel's laughing at his predicament. Garter's alarmed voice spoke out amongst the chaos, while Bman, Domino, and Timmy began to discuss ways or removing him. And to a lesser extent, how the fuck this happened.

"That's how you awaken the Hell's Monkey you dumb cum dumpsters!" he said to the angels. "Don't laugh!"

A slow clap somehow cut off all other conversations, followed by evil laughter. "NEYAHAHAHAHAHA!"

Domino's body tensed up as he made a low stance, growling. These figures were dark, that's for sure.

The one in front was male and had purple skin, pointed white hair, red eyes, and a white corset on. His body was covered with tight straps, some even pulling back his cheeks. Behind him were two female, of what he believed them to be, demons. Mostly due to their red skin, sharp teeth, and horns.

The one on the left had jagged green hair, two demon horns, a beige uniform, and black shoes. She had a strange triangle shaped burn on her face. The other had a long silver ponytail, glasses, beige uniform like the other, black shoes, and white knee-high socks.

"Now look! Garterbelt has graced us with his presence." The man mocked. Garterbelt's face looked at him with anger and disgust.

"Fuck off." He spat. "So what's the deal Corset? You seriously think you're gonna open the Hell's Gate here?"

Corset opened his arms out wide, smiling. "Absolutely! You can thank your boyfriend for generously penetrating the keyhole for us." The two demon girls walked up and grabbed onto Brief, attempting to turn him like a real key.

"Happy accidents and so on and so forth." Continued Corset. Utterly confused, Timmy spoke out.

"Could someone tell me WHAT THE FUCK IS HAPPENING?" he shouted. Corset took notice of the three other-worlders, smiling as he did so.

"So, this is the group of idiots I've heard so much about." He said. Timmy took out his wand for a safety measure while Bman stepped forward.

"Who you calling idiots ya freak? You're the one who thinks Brief's a monkey." He looked over to his group. "Could ya believe this guy?" Everyone face palmed. "I don't think he means literally…" sighed Domino. Corset clapped again.

"Such an amusing person you are. But I have my orders from my superior to kill you as well. And given his promising reward, I do plan on finishing the job that the orb started." Domino's eyes widened in horror.

"You mean Darkball!" Corset nodded. "He was the first to become enlisted, and the first to fall. I am not the last one who has been enlisted, but I am certainly one of the toughest." His demon girls behind him began making suggestive motions, to which Bman took notice off.

"WHO ARE YOU WORKING FOR?" shouted Domino, ready to tear off his flesh if need be. Someone was hiring people to kill Bman, that much was obvious, but why? To let the multiverse die in darkness? To use his powers as their own? Corset began to tighten his straps, enthralled by their tightness.

"He never mentioned his name, but he was certainly powerful." Be continued to pull harder and harder, tightening himself up even more.

"He's not that bad for an angel…" he added softly, making Domino's ears perked in horror. He turned to Panty and Stocking, absolutely furious.

"DID YOU TWO FUCKIN DO THIS?" he and Timmy hollered, the fairy boy equally as upset. Panty looked at Timmy and waved her hand dismissively.

"Why would we waste him? He gave us all that free stuff, so he's like our own personal store. Besides, he said 'he' assholes." She said uncaringly. Stocking bent over to look Domino in the eyes, her stare implying sarcastic attitude.

"What do you think?" she said.

The demons behind Corset were now engaging in sensual contact with each other as Bman zoned out, gazed at them still with a deep blush. He threatened to Perv Out at any moment, which Corset noticed. Corset finally tightened himself so much that his black suit tore off of his body, revealing severely giant muscles and several battle scars. There was a large yellow star-shaped scar over his heart. He laughed manically at the group.

"I'LL SEE YOU IN HELL, BITCHMAN!" he yelled. Bman, completely pissed, fell for the taunt and ran at him, warhammer drawn. He made a jumping smash attempt, but Corset's smile grew wider. He side-stepped the attack, snatching the weapon from his hands, and kicked him back. Right into the demons! As the demons fell over the edge, surprised and screaming, Bman flailed his limbs rapidly, attempting to keep balance while cursing all the way.

"Fuck fuck fuck fuck fuck fuck fuck fuck fuck!" he jabbered before he finally stopped himself from falling off, posing like he just landed a triple flip at a gymnastics meet. He, as well as Domino, Timmy, and Brief, breathed a sigh of relief. Corset then kicked him over the edge, sending him sprawling down.

"FUUUUUCCCKK!" he hollered as he fell. Corset laughed heartily. "DAEMON SISTERS! WASTE HIM!" he called after the two demon girls. Domino and Timmy panicked.

"BMAN!" they cried. Domino rushed forward to maim Corset, while Timmy waved his wand to bring Bman back up with them.

Neither of them got the chance.

Before Domino was even close, a pink blur came down and slashed him backwards into the ground. Opening his eyes, he saw it was a pink zipper animal like Chuck, only with yellow eyes and a shrew-like shape. It had a zipper around its neck and down its face, the actual zipper hanging off of its nose. It held out its arms in a battle stance, looking more like two sickles then hands.

And before Timmy got to wave his wand fully and use his magic, Corset threw out his arm, elongating several of his straps to wrap around the wand, pulling it out of Timmy's hand. The straps slowly began to wrap around his wand and warhammer, Corset laughing all the while…

With Bman, he finally sprouted his raccoon tail and floated to the ground, panting from screaming so much.

"F-Fuck…that…shit." He wheezed. He picked himself up when he heard some giggling in the distance. Looking around the abandoned streets of Daten City, he saw the silhouette of the green-haired demon girl. He pulled out his warhammer, only to hold onto air.

He forgot that Corset jacked it.

Grumbling, he darted off after the departing figure of his…promiscuous target. He turned into an alleyway to see the shadow of the ponytailed demon girl going down another alley. Not letting up, he ran down until he saw two figures enter an old building.

"I gotcha now, bitches!" he yelled before entering. The door suddenly shut behind him, making him stop and groan.

"Not again…" he muttered. He set himself on fire with Burning Hero to see, and what he saw was the two Demon Sisters in the middle of a make out session! Both had their cleavage threatening to pop out and be exposed, and the green one had her panties down half way.

Near them was a tray of caviar and some other fancy-looking foods. The green one jumped in alarm from the bed (God knows where that came from) while the silver one blushed hard, making her face even redder. Bman blushed hard too, but he wasn't Perving Out. He also began to resonate in his glow, switching from normal and…not normal. The green haired Demon spoke up.

"W-Why the fuck are you in here? It's against the rules to enter a room without knocking!" She said. Bman was confused as to why a DEMON of all things cared about manners, but he was too preoccupied to care. Her tits had popped out of her shirt and she hadn't noticed. But the other one did.

"S-Sister! You're boobs!" she said. The green one looked down, embarrassed. "Ah, why thank you Miss Kneesocks!" she said while fixing herself. Bman averted his gaze from her chest to Kneesocks. He got the feeling that she looked like a librarian with those glasses.

A sexy librarian.

A very lonely, sexy librarian.

A very HORNEY, lonely, sexy librarian.

Bman's nose discharged small smoke puffs while the green one laughed arrogantly. "You may have found us hero boy, but we must obey Master Corset and take care of you now." She said darkly. Kneesocks got up, a similar look plastered upon her face. "Prepare to lose to Demon Sisters Scanty and Kneesocks!" Their eyes glowed red and they red demon tails made of red energy as they began to transform.

Suddenly, the room looked as if it came from a raving club as both Demons were dressed in very revealing black clothing, looking more like they wanted to have sex then kill someone. Bman heard music playing in the background, but the only words he made out made him get even more excited: "I Want You."

The green one, now identified as Scanty, kept sensual eye contact with Bman as she pulled down not one, but TWO, pairs of black panties from her legs slowly.

**"Break oh earth..."** Bman heard, even though not one of them moved their lips. Kneesocks then bent over and slowly stripped of her kneesocks in a manner like Scanty did.

**"Dry up oh sea..."**

Time seemed to slow as Bman watched the demons strip in front of him. His tail was erect and throbbing in anticipation, but the black rings on it started to resonate glow like the rest of him. Faster and faster it sped.

**"Burn out oh sun..."** Now that the garments were completely off, Bman completely Perved Out, fully glowing. His tail began to throb as it grew three small drill spikes along it, and the healthy brown fur turned messy and bloody with several patches of fur missing.

Bman's grin turned so wide it almost reached from ear to ear. With a distorting roar, the garments flew out of the Demon Sister's reach, much to their shock, and interrupted their transformation sequence. All they could do was scream as a Perving Bman rushed at them, hands first and tongue out in hunger…

Back with the others, Corset used his straps to make Bman's warhammer and Timmy's wand into long arm weapons, the wand on his right, and the sharp underside of the warhammer on his left. The zipper rat turned the key (AKA Brief) to activate whatever Corset was trying to do from the start. This caused the building to shake and everyone else to gasp.

"Yes, the Hell's Gate key will finally open the door to-you've guessed it-Hell! Release the ancient seal, and fulfill your destiny once and for all!" He cried as a beam of light shot out from Brief. On the ground, a pulse of red energy pierced the concrete along the ground, splitting up and tracing a large square around the central skyscraper. A large red flash entered the sky for a second before the two horn-shaped buildings turned and latched onto the ground. As the ground shook, everyone was trying to keep balanced as the slabs of earth rose up from the ground. From above, the scene looked like a giant…door?

"Isn't it beautiful? Locked away behind this gate, trapped by God, lies the Ghost to end all Ghosts!" continued Corset as he laughed his head off. The colossal Ghost then rose from the depths, towering anything the group has ever encountered before! It sprouted several hair-like tentacles as it grew to maybe 2/0 times the size of the skyscraper! Panty and Stocking flew up to size the monster up, literally, while Corset turned to the rat.

"Fastener! Get to work!" The zipper rat saluted before scampering off somewhere. Garterbelt looked at the current situation and chuckled.

"Corset…should have known you haven't changed." He said, glaring at the buff madman.

"You always have liked tying everyone up into knots…"

He suddenly ripped off his priest cloak, leaving him in nothing but a black Speedo, fishnet stockings, his boots, and a black garter belt. He had many battle scars of his own on his muscled body, and even had the same scar as Corset over his heart.

"…WELL DOMINATE THIS!" Garterbelt whipped out a gun from out of nowhere, pulled out a long ammo strip from his Afro, and loaded it in his gun. Domino bared his teeth while Timmy put on his Freeze Glove.

Garter started off by shooting several rounds at Corset. "WHO'S WHOSE BITCH NOW?" He yelled, but Corset blocked them my smashing the bullets with the warhammer.

He sent out charged forward at Garterbelt, trying to shoot him point blank with the wand, but Garter blocked it with his gun and jumped back. Domino jumped forward and tried to bite Corset's face, but he dodged and sent out more straps. Domino got snared.

"Ah!" he cried out. But the straps soon became frozen and shattered, thanks to Timmy's Freeze Glove. He started shooting ice beams at Corset, freezing him solid. Timmy sighed in relief, but Garter's vision hardened.

"Not yet…" he warned. Corset suddenly broke free from the ice, sending chunks flying. Timmy melted them with his Heat Vision, while Domino charged at him for a tackle attack. He spinballed right between Corset's eyes, distracting him long enough for Timmy and Garter to shoot him with a few rounds of bullets and arrows. A smoke cloud enveloped the villain from the attacks.

In a surprise attack, Corset closed in on the group with his two stolen weapons. He waved both his weapons at the speed of light, and while Timmy and Domino were smacked aside with the wand, Garterbelt was stabbed through his gun with the warhammer.

As Timmy clutched Domino while they fell down the building's stairs, Dom cried out.

"GARTERBELT!" he cried as they plummeted downwards. Timmy spread his wings to fly, but because he was hit with his magic wand, he had a heavy ball-n-chain attached to his ankle. Garter found himself wrapped in Corset's straps. "You'll always be the Sub to my Dom Garter!" he mocked, slamming him down to the ground. "The weak wear the chains, AND THE STRONG WEILD THE WHIP!" He leapt into the air and stabbed the wand end at Garter's head.

Luckily, Garter moved away so the weapon smashed into his Afro and not his skull, leaving a hole in his hair.

Meanwhile, with the angels, Panty and Stocking were attacking the stringy hairs of the Ultimate Ghost. Panty smirked as she fired shots from two Back Laces. "What? THIS is your Ghost? Looks like a big old limp dick to me!" she stated. "Right Stocking'?"

"Sounds like it's circumcision time, asshole!" Suggested Stocking as she cut off two hairs. They started gushing some foul smelling thick white liquid, causing Stocking to gag at the smell. They saw the liquid fall on some buildings below, eating through them like acid. With one of them being the Immoral Motel and the other being a sweet shop, it sent Panty and Stocking into a rage.

"Fuck! That smut motel was almost like a second home!" yelled Panty.

"No! That jerk destroyed a perfectly good candy shop/bakery!" complained Stocking. As they flew around some more, doing damage here and there, the two sisters stopped for a breather.

"Damn, that cock is tough." Said Panty. Stocking said nothing as she tried to regain her breath. While Panty just had to pull a trigger, she had to actually swing her arms. Panty looked around, somewhat surprised.

"Hey Stocking." She began.

"Yeah Panty?"

" You notice somethin weird going on here?"

"You mean other then the obvious whore?"

"I'm serious cow!" said an angry Panty. Her face then softened, a look that's very rare for the bitch.

"I hoped that Bman would be here to help us out, ya kno?" she said. Stocking giggled.

"You actually care about him? Where's my real bitch sister?" she joked.

"I'm serious. I think we kind of…broke him." Panty herself has been through a lot in the past 24 hours or so. She and Stocking left back to Daten City when Garter called them, saying that they had enough Heaven Coins to get back into Heaven.

Unfortunately, only Stocking was allowed in, leaving Panty alone on earth. Not to mention that she was losing her powers, and to top it all off, she couldn't have sex. Both because Garter stopped her from doing so, and also because it physically hurt her to do so. Added with all the conflicting drama involved with the Demons and their whole plot, she decided to give up.

She went to live on a farm when Garter kicked her out of the church. She actually worked, and spent all her time with a nice elderly woman, her dog, and farmhand. Other then troubles with a dangerous biker gang, it felt like paradise. But Granny taught her that you couldn't run away from your problems and that she needs to fight for what she believes in; all in her dying breath, rest her soul.

After she regained her powers by having Brief fuck her, breaking the block in her hymen, she decided to be herself. She was a bitch, and she does as she pleases. But the world was lonely when you didn't have anyone. Of course she tolerated Stocking; she was her sister.

Bman was nothing but kind to them, and they manipulated him for free things. He let them live in his house, and always treated them with respect when everyone else thought they were trash. He believed that there was good in them, and they did everything to prove that wrong.

"Please. He's probably doing something stupid like setting a cat on fire or something." Dismissed Stocking. But on the inside, she was just as worried as Panty. But she wouldn't let her sister or Bman know that. Her ears perked up at the sounds of distant shouting.

"Hey, Panty? Is Garter trying to be helpful or is he just being an asshole?" Panty sneered. Although she wanted to actually be helpful to Bman, Garterbelt still pissed her off. The priest was the one who kicked her out after all.

"Who knows, though does it really matter? I mean either way, he's so full of shit. " She said.

Garter groaned, as the angel's didn't react to his warnings. He just told them that the Ultimate Ghost was going to penetrate the Heavens and then break through the world's barrier and gain access to traveling the multiverse. He only wished that they listened to him, at least now where it was most important. He wanted Bman and the others to come back up and help, wherever the hell they were.

Oh, and he also didn't wish that Corset was currently holding onto his heart. Yep, Corset just jabbed in the warhammer's sharp back end into Garterbelt's chest, skewering his heart. The hole in his chest was still gushing blood. He inwardly sighed. He knew now what the Heavens wanted to do with him. He spat blood at Corset.

"God may not be in this city…and prayer can go to Hell…BUT WE GOT TWO BADASS ANGELS AND SOME MOTHERFUCKIN' HEROES!"

Those were some of his last words as Corset crushed his heart in his palm. Garter's body then violently exploded, seemingly in slow motion.

"OH MY GOD!" he cried. Nothing was left of him other then his dented Afro and his signature garter belt. Brief grabbed onto the items from his immobile position, preventing them from being blown away in the wind.

"Garterbelt no…" he mourned, tears trailing down his face. "I'll keep the afro safe for you."

Seeing no one left to stop him, Corset tossed the wand and hammer behind him, moving closer to the Ghost's hairs. He spread his arms wide.

"What a delicious appetizer that was! Now for the main course." The hairs reached out and tightened him tightly before absorbing him into it…

A few minutes later, Timmy, Domino, and surprisingly Ben came up from the stairs in a hurry. Timmy actually crashed into a wiped out Ben from the stairs, helping him break off the heavy weight. That dragon did a number on him though, but after a quick heal with Timmy's Fairy Remedy, everyone was fine. Just as they made it back up, Panty and Stocking landed, looking quite bored.

"Dude, Garter. Back Lace isn't doing shit right now…" she droned.

"Yeah, we got a problem so fix it." added Stocking. Ben looked around, noticing that the priest wasn't there.

"He's not here." Ben stated. They then noticed Brief crying and holding onto an…afro?

"Huh?" Timmy questioned. After a few seconds of soaking it in, the boys panicked.

"IS HE'S DEAD?" They cried. Surely he didn't die…right?

"HE'S DEAD!" Brief confirmed, crying harder. "CORSET SQUEEZED HIS HEART!" The boys were silent from the shock, but reacted their own way.

Timmy was silent, but with an indescribable look on his face. He hadn't known the priest for as long as the others had. But he still felt sad at his passing, wishing he could have done something more to keep him alive earlier. He may use his magic to heal, but he couldn't use it to bring back the dead. It was against Da Rules…

Ben's face was both grieving and vengeful. No one killed one of his friends and gets away with it. He was the hero, and that meant they were supposed to protect others from harm's way. He should have gotten back here faster to stop this. He pounded his fist to the ground in anger, a few tears shedding.

Domino was sobbing like Brief was. He liked the priest and his cooking, much like his life, would be dearly missed. He only hoped that he found his way to Heaven safely. He glanced over at the angels only to find his temper rising.

"Aren't YOU two saddened by this?" he asked. The angels shrugged.

"Well, he was human after all." Said Panty.

"At least he went out in style." Added Stocking. The four boys looked up at them, flabbergasted at hearing such words from them, the ones who were closest to Garterbelt. Or at least lived with him…

"Wait, what?" Behind them, the Ultimate Ghost started to rise even higher into the air then before, Corset himself appearing at the tip.

"You guys aren't even sad?" asked Brief. He knew that they were bitches, but to THIS extent. "What the hell? You're the worst angels ever! You're both a couple of bitches! You're selfish and really, really, cruel! Why can't you ever be serious?" he hollered. Panty sneered.

"Um, we're always serious, asshole." She said.

"Especially when it comes to being cruel." Added Stocking. That left Brief with a 'WTF' face while Timmy walked over to find his wand, and hopefully, reclaim Bman's lost warhammer.

Stocking continued. "Garter, Bman; whoever. They could go tomorrow and we won't give a flying fuck." That comment earned hateful glares from Ben and Domino.

"After all he's been through for you two, and you still treat him like dirt." Said Ben. "So what if he's human? He did everything in his power to make you two happy and this is what you do? He once told me that he put up with you two because he saw something good inside of you!" Panty inwardly gasped as she remembered the conversation she heard that day. Stocking made no similar expression. "He must have been seeing things…" added Ben.

"You two…are nothing but worthless fallen angels who don't deserve ANY happiness in life. I've watched you abuse, manipulate, degrade, and TORTURE my master for months now, and I've had about all I could take." Spat Domino. He kept his gaze glaring at the two of them, his voice sounding slightly wild, struggling to keep composure.

"All he wanted to do was make you happy and feel like you belonged. But NO! You had to just go along like the world was your FUCKIN DILDO! RIDING IT FOR FUN, BUT LEAVE WHEN THE BATTERIES DIE AND GO LOOKING FOR THE NEXT BEST THING!" He shouted, but calmed down again. Panty was about to interject, but Dom cut her off.

"If it were not for him, you two would have been homeless whores months ago! If not for him, we all would have beaten you two within an inch of your afterlives!" He followed. Panty actually looked like his words were affecting her, but Stocking stared grid-faced. Panty spoke up.

"Hey, but I ca-" she never got to finish her sentence as Domino jumped up quickly and slashed her with his tail, surprisingly leaving a small gash. He then grabbed onto her toga, both supporting himself and keeping a dark glare into the angel's eyes. Ben gasped both at his actions, but also that his tail became a sharp 45 degree angled blade, still as red as his fur, but glistening like metal.

"Listen to me very carefully…" he started, his voice low. "When this whole shit is over and done with, after we found everyone else, you two are not to even come with sniffing distance of Bman. Do I make myself clear?" Panty nodded, but Domino didn't know whether or not she meant it. Not looking at her, his tail blade came close to Stocking's face.

"You too tease?" Stocking just stared, a weaker look on her face compared to Panty's, but said nothing.

"…Whatever." Domino jumped down and went back to Ben. The alien hero was gob smacked.

"Wow…that was…serious…" He was shocked that Domino flat out threatened the two, but he was also shocked that Panty actually looked sad. Maybe there really was more to these girls then they saw. He didn't think more on it as Timmy came up and started talking.

"Well, I seriously can't stand that smell. What's the plan, chief?" he asked Ben. Ben shrugged as the group brainstormed.

"Well, our weapons are acting like cunts right now…" mused Panty. Brief then held out Garter's garter belt and afro.

"Will these work? It seems like they should…" he stuttered, his face still slightly damp from the tears. Panty grabbed them with a smile.

"An afro and garter belt? Thank you." she then threw them on the ground, looking upset at Brief. As the Afro bounced off the ground, a black card fell out. "NO! SHIT! WHAT THE FUCK IS WRONG WITH YOU MAN!" she yelled. Stocking picked up the card, gasping. "Credit Card!" Her sister scooted over and gasped at the card as well. They then shared a devious look on their faces, leaving the others confused.

Chuck was currently stroking his zipper tail when Panty kicked him, gaining his attention. "Chuck!" she called. Chuck looked up at the angels, derping as always. "Chuckles, you need to get serious sometimes too ya know." Said Stocking.

"Chuck?" he said, looking at the sisters with a blank stare and some drool. After a moment, Chuck's face turned from blank to deviously angry and sadistically happy.

"CHUCK!" He clutched his zipper tail and unzipped himself, turning himself into a giant monstrous bull! His body was mostly black with green lines, a tan underbelly, red eyes, jagged eyes, and a purple spiked collar. The boys looked on in shock as Panty fist pumped.

"Fuckin A! Chuck, you look sick!" she praised. Ben snapped out of the moment of wonder, turning his attention to his Ultimatrix.

"It's hero time!" He transformed into Wildmutt and then hit the badge again. He turned into, basically, a larger red version of Wildmutt with a thin white spike strip along his head to his back and one on his tail.

"Ultimate Wildmutt!" he roared.

"Oh, so now you can talk." Commented Domino as he and Timmy climbed on his back. The alien shrugged.

"Don't know why, but it IS an improvement." He reasoned. Timmy looked over at the angels riding Chuck and nodded. Panty returned the look as the two beasts started to sprint and scale up the giant Ghost penis.

"This is awesome! You know, I never would have figured 'bitch-about-being-poor-all-the-damn-time' Garter would have a Black Heaven's Express Credit Card!" said Panty.

"And we have unlimited Heavens with it! Which means we get to buy anything we want and even stuff we don't want!" said Stocking as she fiddled with her cell phone. Panty gave a thumbs-up.

"Hurry! Turn the catalog on girl!" she ordered, Stocking chattering in excitement. "I'm working on it! This is the best day ever!"

As they climbed up, Domino growled and pointed forward.

"YOU!" he yelled. Lunging towards them was none other then Fastener!

"FASTENER!" He cried, as gripped the zipper on his neck and unzipped, turning himself into the same pink and black dragon they fought before!

"Aw man! Why can't he just stay down." Said Ultimate Wildmutt. Chuck's face got angrier as he charged into Fastener. Unfortunately, Fastener used his wings as guillotine and sliced up Chuck, squishing one of his eyes in a pile of purple goo. Luckily, the angels flew off in time to avoid damage.

"Chuck!" called Timmy, but he gasped at what happened next. The chunks of Chuck's body morphed back together, as if he never got killed! He then fired a green energy beam at Fastener, obliterating him.

Corset was laughing in evil glee at the top of the Ghost. "This is our moment! I shall be the vessel that pours Hell into Heaven!" he cheered. Suddenly, he felt a rumble as Chuck and Ultimate Wildmutt burst out from the Ghost itself! Timmy's magic kept the alien clear of the acid.

"Oh my God, has anyone ever told you that this whole demon bullshit gets really old really fucking fast? Could you please just shut the fuck up before I fucking make you?" Threatened Panty.

"We're not gonna let a passé, cocaine, sheik, S&M freak job put nipple clamps all over our hood without a fight!" said Stocking still fiddling with the cell. Ultimate Wildmutt thought that the comment was strange coming from Stocking. Her cell phone beeped confirming the order they placed. Both angels held up their weapons, summoning a large circle of light.

"**Oh pitiful shadows and evil spirits born of those drifting between Heaven and Earth."** Said Panty.

"**May the thunderous power from our garments strike down upon you with great vengeance and furious anger."** said. Stocking.

From the circle came several pairs of panties, stockings, and garter belts, forming together to a giant lazer cannon.

"**MAY THAT POWER SHATTER YOUR LOATHSOME IMPURITIES AND RETURN YOU FROM WHENSE YOU CAME!" **They yelled.

Corset panicked as he faced down the barrel of the weapon. Timmy sweatdropped.

"Shouldn't we do something?" he asked.

"I think they're handling it." Said Ultimate Wildmutt. The angels yelled out '**REPENT YOU MOTHERFUCKER!**' as they pulled the triggers on the cannon, shooting a pulsing blue energy beam…

…in the exact opposite direction.

The fairy and alien's faces looked on in shock while Dom face palmed. Even the angel's frowned, with Corset laughing his face off.

"YOU IDIOTS! You actually shot the wrong direction! You really are a special breed of ignorant, you know that?" he cackled. However, there was an object in the lazer that blocked the beam, while the rest of it hit the clouds above.

"What the hell is that?" asked Stocking. Timmy poofed up a small TV to show what it was. It only showed static until Timmy pounded his fist on it.

"C'mon, c'mon…" he pleaded. After the static vanished, everyone (including Corset) gasped at what they saw.

"B-BMAN?" they cried. Indeed, the hero was suspended in midair; tail flailing furiously as he started to absorb the part of the beam that hit him.

"How did he get up there?" asked Domino. "And how is he flying?" His questions weren't answered when they suddenly heard a rumble, followed by the dark sky suddenly illuminating. There, descending from the sky, was the giant lower female body wearing white panties, stockings, garter belt, and heels. The shoe pushed down Bman from mid-air but his smirk only grew larger. Everyone looked on with a giant 'WTF' face.

"Panties? What the fuck?" Mumbled Panty.

"She's got stockings too…" Said an amazed Stocking.

As the feet got closer, Bman warped out from his position. The heel avoided the heroes and crushed Corset and his giant Ultimate Ghost. She crushed it back into the ground while Timmy used his wand to move the angels, alien and Dom to the ground. Corset's eyes bulged out of his head from the pressure.

With one final stomp, the concrete gate shut once more, defeating Corset.

"HURTS SO GOOD!" He cried in ecstasy, his body exploding.

Chuck roared as he charged over the crack in the door, creating a giant zipper to close it for good while turning him back to normal. The giant body however slowly vanished into thin air.

"…that was weird." Said Panty.

"Yep…" Agreed Stocking.

Silence.

"…Mommy?"

Back towards the ground, Brief cried tears of joy, clutching the garter belt and afro closely. "Garter they did it. Panty and Stocking somehow managed to save Heaven and Earth."

He cried out in alarm when the items glowed and jumped out of his hand. Brief looked on when he saw Garterbelt explode in reverse, coming back to life.

"GOD! MY! OH!" he yelled. He then smiled and put his hands on Brief. "It's all over now." He said calmly, Brief screaming in surprise. He twisted Brief inside the keyhole, freeing him and reverting the skyscraper back to normal.

Brief got up and checked his penis.

"How are you Mr. Sticky? It's back to normal!" he said happily. Garter gave him the shreds of his robe to cover up, just as the heroes (minus Bman) poofed in front of them. They all jumped as they saw Garterbelt, alive and well.

"What? Garter?" said Panty.

"We thought you died." Said Domino as he jumped over to the man for a quick hug from his friend. Garter patted his head and put him down.

"The Lord works in mysterious ways." He said. The bell from the church rang out through out Daten City, telling the heroes that the Ghost has passed on.

"Thanks to you all, peace has been preserved in all of Heaven and certain parts of Earth. Almost exactly as I had planned too." he stated, making Brief, Chuck, and the angels clap in accomplishment. Timmy and Ben chuckled, despite everything that happened.

"That's great Garter, but we have more places to go to that are probably in as worse a mess as Daten was." Said Domino. Garter nodded.

"May the Heaven's good fortune shine down on you all." He said. The three waved as they departed down the stairs, Domino in the lead.

"Bman's this way." He said. Panty and Stocking flew down after them. At the bottom, they found Bman twitching slightly and snickering. The group smiled at the sight that he was OK. But his behavior got some of them worried.

"Dude, you OK?" asked Ben. "You're all twitchy." Bman nodded quickly, still glowing pink. Domino noticed his tail and freaked out.

"Whoa! What happened?"

"No of you business…" he said. He then roared distortedly as he opened a Portal to the next world, chattering in excitement. Timmy pulled out a hand.

"H-Hey! Where are we going?" he asked. Bman looked over his shoulder and responded.

" ! ?... ! ?... ! ?..." He screeched before entering the Portal. Everyone stood in silence.

"I think…" spoke Domino as everyone turned to him. "He means… Geno." He guessed. Everyone else gave an 'Oh!' face as they followed him in.

For them, it was to save their friends and their homes. But for Panty and Stocking, it was also to prove that they cared.

And to make their mom proud.


	18. Absolute Power From the Stars Above

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Forest Maze  
Normal POV

After the angels exited the Portal, they found themselves with the group, once again in the Forest Maze. Domino sighed.

"I'm not looking forward to getting lost in here again. Just where is Geno?" He asked aloud, sniffing the air in hoped to find his scent. The others, having been to the forest for the first time, looked around in awe.

"Maybe we could do an aerial search?" suggested Ben. Before anyone could answer, a shrill, high-pitched scream filled the air, coming from behind the group. Running to them, flailing like some kind of idiot was a small humanoid being chased by a swarm of Buzzers. The figure had a blue vest, brown shoes, and a white mushroom head with red spots. It was a Toad, the mushroom denizen of the Mushroom Kingdom.

"H-H-Help me!" he cried out. Because of all the Buzzers behind him, the others freaked out and moved out of his path.

Except for Bman.

He took a deep inhale in and exhaled a wide Raging Flame. Toad somehow jumped out of the way as all the Buzzers chasing him turned to ash. Surprisingly to the others, his fire stream also gave out several blue embers instead of the usual orange. Toad gathered his breath.

"W-Wow! Thanks mister. But how did you know it wouldn't hit me too?" he asked. Bman just glared at him and growled. The Toad started to sweat as Ben approached him.

"Hey, have you seen a tall blue puppet anywhere?" he asked.

"No, but I can't think about that!" he said, panicking once again as he ran around in circles. "I'm on an important errand from the Princess! I have to find a Bman right away!" The group sweatdropped when Panty tripped him.

"Chill out prick. Bman's right here." She said, motioning to the demented hero. Toad looked nervous. "A-Are you sure?" Panty pulled out Back Lace as she flashed an evil grin close to his face. "Do you think I'm lying bitch?" Toad gave a small shriek. "N-No ma'am!"

"So, could you take us back to the Princess?" asked Domino while Panty put her panties back on. "The way I figure, Geno is already on his way to meet her. Or at least she knows where he is." The group nodded while Toad rubbed the back of his head awkwardly.

"W-Well I would love to, really. But…I kinda got lost." He chuckled nervously while the group face palmed. Domino took a few quick sniffs of the Toad and then sniffed the air. He turned to the group.

"I found Peach's scent, so we'll just follow it back to where she was. Also," he looked at the Toad. "You seriously need a shower. Smells like something died of a bowel movement after it vomited on a pile of fornicating stink beetles." The others snickered while the Toad looked really embarrassed, smelling his armpit in denial, but it only made his face turn green.

After following Domino through the forest, with Bman going crazy and killing a few enemies here and there that showed up, they finally found their way to Princess Peach and two spear-holding Toads. Domino smiled. "About time." He said. But his smile turned sour when he saw the Princess get surrounded by giant angry caterpillars known as Wigglers.

"Help us Bman!" she called. Bman grinned before sprinting off to her rescue, almost knocking down Timmy and Panty in his haste. He ran off to the closest and punched it with a Bman Punch, slamming its face in. The entire group looked worried when they saw Bman's starry aura. The usually bright stars were now dull and clunky, falling down as opposed to floating up.

Bman then swung his tail at each of its body segments, sending them flying off. He then leapt to the second one and used Gravity Bomb to crush him while roaring. He ran up to the third one and jabbed his hand into its mouth, grabbing its tongue and using Lightning Surge on it, frying it. He finally used his semi-blue Raging Flame to roast the Wiggler alive as he went to the last one and used his Power Drill to stab it in the face, drilling its brains out. All of this in the span of about 5 seconds thanks to his Sonic Rave.

The entire group, other then a ditzy cheering Peach and scared stiff Toads, gaped in shock and horror at what the 'hero' did. But Domino was more concerned with how it did it. He had a keen eye and it alarmed him at what he saw wrong with Bman.

His normally well-kept metal drill was rusty and chipped, while his Raging Flame was more blue then just moments ago. The Lightning Surge looked red and sinister instead of the normal yellow, and the blue aura his Sonic Rave gave off was darker and made the puppy feel uncomfortable. He saw the faces of his after images, and they looked like Scream; soulless and tortured. He didn't want that happening to Bman.

As the others slowly advanced, Timmy used his wand to poof away the dead bodies. He didn't want to see that, and he was sure no one else wanted to either. Even as Peach praised him, they could see his Sonic Rave aura still on him.

"Oh Bman! I knew you'd save me!" she said, apparently ignorant of what just went on. The Toads bravely, or maybe stupidly, raised their spears at the demented teen, moving in front of the Princess as he growled.

"S-S-Stay back murderer! Y-Y-You won't touch the Princess!" they stammered. Peach turned and waved a finger at the three.

"Shame on you three! Bman just saved us, so you should be thanking hi-AH!" Before she could finish her sentence, Bman roughly slapped her ass, making her yelp in surprise, face blushed. She then turned to the Bman.

"Now Bman, remember what we talked about last time." She reminded him. Bman only chuckled as he began to grope her chest vigorously. She yelped and moved away.

"Bman, I said no!" she reprimanded. Bman moved his hand towards her again, but she smacked it back with a frying pan.

"NO!" she yelled. Bman only growled before he left to go harass the Toads, Panty happy to accompany him. Domino climbed up to Ben's head while he approached the Princess. Timmy and Stocking just stood there, observing the scene and waiting for action.

"Princess, have you seen Geno? It's important that we find him ASAP." Said Dom.

"I'm sorry. Geno isn't with me now. But, I'm actually supposed to bring you all right here." Domino looked confused.

"So…Geno isn't here?" asked Ben. Peach just winked at him, flashing the peace sign.

"Wait for it…" Suddenly, the whole group was enveloped in a shiny light, slowly lifting everyone (minus Peach and her Toads) up into the air. Everyone gasped in surprise.

"A tractor beam?" questioned Ben. Domino's face suddenly lit up.

"I get it! Geno's on the Comet Observatory right?" Peach nodded.

"Bingo."

"What the fuck? We can't breath in space!" Reminded Stocking. Ben smirked.

"I wish we did." He glanced at Timmy expectantly. Timmy caught on, making an 'Oh yeah' face and whipped out his wand.

"Oh right! Let's get astral!" As he waved his wand, Domino quickly scanned the group. After he found Bman, he sighed. He didn't want him to disappear again like back in Daten City. As they rose higher and higher, Peach waved good-bye.

"Good luck!" she called.

As soon as the heroes were out of sight, Peach breathed a sigh of relief. It made her feel good to do her part in helping out. She really wished Mario was here, but she was happy to help them nonetheless. Looking back, Bman was acting a little different then she remembered, but she shrugged it off as just a silly boy thing.

She was suddenly brought out of her thoughts as she felt someone hold her body down from behind; one hand on her waist while another held her mouth shut. She squealed in protest, but it was muffled.

"You…are…mine!" the figure said. Peach gasped when she recognized the voice. How could he be here? Something had to be wrong. But she was suddenly thrust around, still trapped. She gazed upon the scene before her, tears brimming her eyes at the horribly disgusting sight in front of her.

The three Toads lay on the forest ground, hideously murdered and surrounded by a pool of their own blood. One lay down with the two spears pinning him to the ground, while his arms were shoved into his eyes. The second's chest was torn open, and he had several holes and cuts all over him. His head and face seemed like they were smashed in with a blunt weapon. The third's body was diced up into tiny pieces, his head severed and facing the Princess. There were numerous bite marks into his head, and his eyes crying blood.

As Peach began shedding tears at her fallen attendants, the voice spoke up yet again, sending more fear into her.

"Forget Mario…forget them…forget all. I…own…you and you shall obey master…" While he still had her, she felt two more hands come up and hold the sides of her head. She began to feel light-headed and woozy as she heard a distorted tune of music; it hurt her head, making it hard to think, but it also made her sleepy. She tried to fight it, but it only made her head hurt worse.

The figure smiled when he saw his Princess' eyes glaze over in a pink similar to her dress. His smile grew wider as he slowly lowered the Princess down from her standing position.

"Obey master…he is king. You are maid…give you self to me…" He finally stopped when she was on her knees; arms limp at her side, as her mind remained clouded and lost. He moved in front of her slowly, savoring the moment of triumph as he scanned her obedient form. Once in front of her, he scowled for a moment as he swatted her crown off her head; removing the symbol of her power and will, now that he had stripped her of such things. He grinned down at his new sex slave.

"Now," Bman commanded. "Say ah."

"…"

"That's a good Princess Peach…"

Location: Comet Observatory

As Bman and the group landed on the Observatory, they began to converse with one another.

"Well, that must be the place." Said Ben as he gazed at the landscape. The Comet Observatory looked like a space station that was also a garden, kitchen, library; all of this in an open area! It had a large reactor in the middle that made it fly through the cosmos, but the Observatory looked dimmer then usual.

"Yeah, but it looks dimmer then from Super Mario Galaxy." Mentioned Dom. "But it is larger then the games show it to be."

"I wonder what's up here…" questioned Timmy.

"Who cares? We'll just kick its ass like everything else." Said Stocking confidently. Panty turned to Bman. "Right Game Boy?" Bman nodded as his glow flashed again. Domino frowned and leaned down to Ben's ear.

"We also need to talk to Geno about Bman." He whispered, Ben nodding in agreement.

Suddenly, a blue beam shot at their feet, making the group jump. Panty pulled out Back Lace and sent bullets out blindly.

"C'MON FUCKER! SUCK MY BACK LACE!" she yelled. Bman jumped in place excitedly, making Ben face palm. Timmy and Domino looked panicked while Stocking cheered her on.

"Bitch stop!" commanded Dom.

"You could hurt someone!" said Timmy. Panty stopped shooting and gave him a glare.

"WELL NO FUCKING SHIT!" she retorted. The heard someone grumble.

"I see you're still the same as before." The group turned to see Geno walk out from behind a stone dome covered in grass. One of the corners of his cape was smoking, meaning that a bullet grazed by him at one point or another. Behind him, floated out a chubby black star with blue eyes and a blue dressed girl.

The girl had a long blue dress a silver crown with red and blue gems on her long blonde hair. Her hair covered her right eye, covering one of her blue eyes, and in her wand was a small white wand with a yellow star on the end. She also had a yellow star brooch on her chest, as well as two yellow star earrings.

The girl in blue smiled warmly at the group while Geno and Panty gave a brief stare down.

"Thank you all for coming on such short notice. I am Princess Rosalina, and we have quite the emergency on our hands." She said somberly. "Which one of you is Bman?" The boys looked nervous as they muttered words under their breath. For Timmy, it was because he thought Rosalina was cute. For the other two, it was because they didn't want her to know that Bman was effectively losing it. Stocking decided to step up, though Domino could have sworn it was to further annoy him.

"He's the crazy guy in black with the bloody tail." She waved her hand nonchalantly in his direction causing Rosalina to cover her mouth in surprise, and Geno to gasp.

"Oh my…" said Rosalina. "Peach's description of him didn't…quite match his…appearance." She was particularly wary of the bleeding raccoon tail waving behind him. Geno quickly approached Ben, almost ready to break down right there.

"What in the Star Spirits is wrong with him?" he asked, hoping it wasn't what he thought. Ben sweatdropped.

"Well…um…" Domino stepped up, equally as worried as Geno was.

"Geno, I think something's wrong with Bman. And I mean seriously wrong with him." He said worriedly. Stocking scoffed.

"You mean more then usual?" Geno gave her a dark glare before turning to Ben and Domino. "There's something I have to tell you all about Bman. And I don't have much time before-" A giant explosion shook the ground as Geno was cut off. The black star looked panicked as he turned to Rosalina.

"It has returned! We must hide Princess! Quickly!" Bman's eyes glowed more so as he chattered away in excitement about something. He then raced out, scooped up Rosalina, and sped off to a purple dome decorated with purple curtains, locking the door behind him. The others gathered themselves as the star looked more panicked then before.

"Oh my! Where has he taken her?" It asked. Timmy rose up his wand, focusing his magic. Inside the golden star was the image of that same dome. The others crowded around to try and get a view, squeezing together uncomfortably. "That's her bedroom." Said Geno before turning to the black star.

"Polari, go to the library and don't come out until we're done here. Got it?" Polari nodded the best it could and flew off. Another explosion sounded in the distance, making the group run after the cause of it.

"Wait! What about Bman?" asked Domino.

"I'll tell you after we take care of this monster!" replied Geno.

"What kinda monster?" asked Timmy.

"It came up here recently, absorbing the star-like Lumas for their power. Wait till I get my hands on that mish-mashed energy sucker..." Geno threatened. The group heard a skid behind them.

They stopped and turned, seeing Ben with a look of horror on his paled face.

"Does it happen to have a crystal arm, blue jeans, brown tail, and a stubborn attitude?" he asked. Geno nodded curiously.

"Psh, what's the problem? Scared prissy boy?" taunted Panty, Stocking making crying motions with her hands behind her. Domino walked slowly up to the alien hero.

"Ben, I don't want something to be going on wi-" Domino suddenly sniffed a new scent, his eyes becoming as wide as Ben's. Dom only muttered one word, enough to alarm the rest to some degree.

"Fuck…"

After a third explosion sounded off, a large winged figure flew down and landed where the heroes were running from. His body was an amalgam of colors and body parts, but Ben knew who it was. As the figure started to stomp closer, Ben held up his hands.

"Hang on there Kevin. We could talk about this…" reasoned Ben, but Ultimate Kevin scoffed.

"There's nothing left to say Tennyson. All I want is power, and these little star guys are giving me loads!" He used some unseen force to pull over a yellow Luma into his had. With a satisfyingly sadistic smile, he absorbed the Luma's power, leaving it a shriveled up husk. It looked like a shriveled up fruit as Ultimate Kevin tossed it over his shoulder without a second thought. By now everyone except Panty looked at him with the upmost hatred. They all took a battle position as the monster just chuckled.

"Are we really gonna do this Tennyson? I wiped the floor with you guys last time before that idiot came in." he said bitterly. "Maybe I'll take his Mayhem power when I drain you all dry…"

"DON'T YOU DARE touch him!" yelled Domino, teeth bared at the offender. Ben cycled through his aliens for the right one to use against his former best friend.

"I almost put you down once. Gwen isn't here to save you this time." Ben warned. Geno's arm glowed blue as he charged a Geno Beam.

"You're treatment to the stars is unforgivable! Prepare to be wasted!" yelled Geno. He's always kept his cool when around the others, but this was personal to him. He would not let him succeed.

"They were so cute, bastard! I'll cut you up!" threatened Stocking, both Stripes prepped for combat. Timmy's wand glowed in his hand as he pointed it at Ultimate Kevin.

"I'll make you wish you were never born, dude." He said. Panty scoffed the group as she cocked Back Lace.

"Are you retards done? Cuz I wanna fuck him up." She announced. She then winked at the monster and rubbed her free hand on her chest.

"You know what I mean big boy?" The entire group face faulted while Ultimate Kevin just roared. Panty's face turned sour.

"Well fuck you then!" She then pointed Back Lace at him and fired. With just an arm sweep, he deflected the incoming bullet, much to Panty's surprise.

Stocking and Domino charged at him while Ben transformed into a stocky alien with stubby legs and a face on his chest. His arms and back were covered in a hard yellow carapace. His voice was deeper then usual.

"Cannonbolt!" He then rolled into a ball and rammed at the mutant. He just smiled as he put up and electric field around him, shocking Stocking and Domino before he smacked them away with his arms. He then put the shield just in time to pick up the rolling Cannonbolt, throwing him at the franticly shooting Timmy and Geno, whose blasts were just being absorbed into his body!

But before Cannonbolt crashed into them and Panty, the trio quickly moved out of the way, leaving Cannonbolt in a crater on his back, struggling to get back on his feet.

"Hey, a little help here!" he pleaded. Unfortunately, no one stopped to help as they continued to engage Ultimate Kevin. Panty held out a hand to Stocking after the brute knocked her back once again.

"Yo Stocking! Give it up!" She called. Stocking nodded and took off her panties, tossing them to Panty. She caught them and turned them into another Back Lace. She then combined the two and turned them into a submachine gun. She then unleashed a bullet rain onto Ultimate Kevin, actually making him flinch and dealing damage. Smiling, Panty shouted out happily to the others.

"NOW'S THE TIME NOT TO FUCK UP!"

Timmy raised his wand again while Stocking readied her swords. "Don't plan on it." They both said.

"Copy Power!" Timmy waved his wand spawning a clone of himself in a poof, both running at the monster and dealing a series of close range attacks to his stomach. He continued being pummeled by the two Timmys until he roared.

"THAT'S ENOUGH!" He shot a green lazer from his eyes at them, destroying both Timmys in a puff of fairy dust. Through the brief smokescreen, Stocking came charging in next, spinning both of her Stripes like a helicopter blade, hurting him even more, and even pushing him back. Closer and closer did the abomination get to the edge of the Comet Observatory…

"All yours sugar!" She called as she stopped her attack and jumped up. Immediately behind her was Geno, looking downright angry as he launched both of his fists into his chest, rocketing off of his limbs.

"EAT THIS! DOUBLE PUNCH!" He cried. That was the final push that knocked Ultimate Kevin off of the Observatory and into open space, yelling as he fell. Geno's arms returned to his body as he panted heavily. Stocking wiped the sweat from her brow. "Nice job actually." Complimented Stocking, much to Geno's surprise.

"Of course," said the marionette. "No one gets away with something so heinous." Domino trudged over to the two.

"Wow guys. Nice job, but what happened to Timmy?" he asked. The pink hated teen was nowhere in sight as Panty was laughing at the still cratered Cannonbolt. Stocking shrugged.

"Pinky probably flew the coop after ugly there shot him. What a pussy…" she stated, making Geno sweat drop. One minute she's nice, the next a bitch. He'll never understand these angels…

Domino's voice brought him out of his thoughts. "So, you were saying about Bman?" Geno's look became serious as he looked down at the puppy. He took a breath to say what needed to be said…

But never got the chance to say it.

Ultimate Kevin flew down at the group at super speed, crushing Domino under his foot. Taking advantage of the sneak attack, he grabbed Stocking and Geno by their necks, choking them as he held them in the air. He laughed as Stocking's Stripes clattered onto the ground beneath her.

"Don't think it was that easy to defeat ME of all people! You people are idiots…"

By this time, Panty looked up from helping Cannonbolt up, alarmed that the monster had returned. Her face went into an angry panic as she let go of Cannonbolt and aimed the submachine gun, causing the alien to fall back down, groaning. "Stocking!" She called.

But before she could fire Back Lace, Ultimate Kevin shot a thick stream of web out of his mouth, encasing the bitch in a cocoon. She was cursing up a storm, but some webbing over her mouth gagged her from vocalizing her opinions about Kevin's mother.

Ultimate Kevin's crystal claw, current holding a struggling angel by her neck, suddenly sprouted another claw from the shoulder blade, seemingly grabbing the open air close to him.

But open air doesn't grasp for breath…

As he gave a little more pressure to the extra appendage, the form of Timmy faded into the spot. From the mixture of shock and pressure, he dropped his wand as he held out a hand, gasping for air and struggling to be free. Ultimate Kevin laughed loudly.

"See! IDIOTS! It's gonna to feel good to drain all that power from your bodies. First you four, then those two, and finally that Bitchman who beat me in the first place!" he roared.

"It's Bman you prick." Domino managed to spit out from under the monster's foot, only to be crushed harder into the ground. The other three gasped, calling his name out in concern, only to get a similar treatment.

"Don't think that I've forgotten about that incident in Bellwood. I'm gonna kill you last, mutt. Take your powers nice and slow…"

Suddenly, the three in his hands gasped in pain as the alien began to suck their life force out of their bodies. As he did so, Timmy could just feel his magic leaving him, his body becoming older and wrinkled. His fairies had used magic to make him young again, and without that, he'd be back to looking like a 60 year old man!

Stocking's face began to gain wrinkles as her Stripes faded back into her signature stockings. Even her angelic toga turned back into her regular attire! Panty gasped at the sight and began to struggle harder, trying to break free, but to no avail.

Geno was struggling his hardest to stay conscious as he felt his own power being stripped from him. He was a star in a doll's body, so if he passed out, he very well might die. Cannonbolt stopped his struggling as he made a weird facial expression. Was he REALLY that stupid?

He suddenly transformed into a tall and lanky purple Cyclops made out of purple rock and a lighter purple gemstone. His body was made up of the stone, while his hands and feet were constructed of the gem. Several shards of that same purple poked out of his back, and one came out of his head. He jumped to his feet and made a dramatic pose.

"Chromastone!" Ultimate Kevin gave an amused glance as the alien hero pointed his hands at the abomination. "Let them go Kevin! And maybe I'll go easy on you." His hands became fists as they glowed in a rainbow light.

"Go ahead Tennyson. I can absorb your blasts just as well as I can fire it back at you. But move from that spot, and these three are prunes." They gave out another cry of pain as confirmation. Chromastone only growled. He had to think of something fast or else they were all doomed. Timmy's hair began to turn white, while Stocking slowly began to lose weight, becoming thinner. And it didn't look all that healthy either…

Geno's eyes were wide as he continued to struggle, but Chromastone saw his pupils fade in and out, showing his struggle to stay connected to his doll body. Domino was whimpering softly as Ultimate Kevin crushed him into the Observatory's floor.

And where the HELL was Bman?

Ultimate Kevin suddenly screamed in pain as he retracted his third arm, released his grips, and clutched his head in agony. He also took a step back in shock.

"NO! THAT MUSIC! GET AWAY!" he yelled. As Timmy fell to the ground, he touched his wand and poofed himself and the others next to Chromastone. The alien in question fired a small lazer to free Panty, who pulled some web out of her long blonde hair.

"This isn't the usual thing I'm pulling out of my hair. This sucks…" she commented.

"I…didn't need to hear that." Remarked Chromastone as Panty shot him a glare.

Next to them the four touched down. Timmy held his wand up, which glowed as he felt his body's youth being restored to him. Stocking's body also regained its normal weight, and Geno received a better holding on his status as well. When the wand's glow faded, Timmy poofed up a purple hand mirror, checking his reflection. After seeing his normal teenage face, he breathed a sigh of relief.

"Thank goodness…I'm not ready for a hearing aid." He remarked. Stocking stood up, inspecting her body for problems. She did find that both of her stocking were poofed onto her legs instead of lying on the ground. Satisfied with her appearance, she smiled.

"I'm back to my perfect figure." She said, brushing her hair back with her hands. She gazed at Geno as he stood up while she began to fondle her chest.

"How you holding up?" she asked. Geno groaned, a hand on his forehead in response to a slight dizzying feeling. Domino began to stretch on the ground, making sure nothing was broken.

"I've been better…" he remarked.

"Look!" sounded Domino. The group looked up to see Bman floating in the air, an evil smile on his face as he held out a grasping hand in front of him at Ultimate Kevin. His other hand stayed at his side, enveloped in an aura of those dull stars.

Ultimate Kevin continued to scream. But as he did, some of his mutated body parts started to deform back to normal, much to the group's surprise.

"He's using B-Mayhem to cure him? Didn't see that coming." Said Timmy.

"Keep going Bman!" cheered Chromastone.

"He's got a better body then I thought…" remarked Panty, while Geno face palmed.

"Yeah! You've almost saved him!" said Domino. Bman's smile turned into a deep scowl at the mention of that information.

"KILL! KILL!" He chanted distortedly. The entire group froze in an unsure shock of the situation.

"Did he just say…?" Began Chromastone. The others nodded.

"He did…" they all said together. Their faces all turned worried when both of Bman's hands glowed in his clunky star aura. The aura grew even larger as he raised both of his hands above his head. It flashed dangerously.

"GRAND FINALE!"

The insane teen then pointed his hands in front of him to the now human Kevin Levin, and fired a super thick energy beam of that clunky star energy. The beam enveloped the screaming teen, eventually silencing him due to the beam's pressure.

Everyone in the group took defensive stances to minimize damage, but Chromastone absorbed any loose energy stars that came their way. After about a minute of energy flow, the beam stopping flowing down on Kevin, with Bman breathing heavily in adrenaline.

The group looked in front of them to see a giant hole in the floor, causing Chromastone to panic even more.

"KEVIN!" he cried as ran over to the hole in the ground. He looked down, only to see tiny dots entering the atmosphere of the Mushroom World below them.

Squinting his one eye, he scanned the debris until he saw a fleshy-looking blob on a slab of floor rubble. From the distance, he couldn't tell how damaged his friend was, but he did see a lot of red. Chromastone reacted fast.

"Timmy! Poof Kevin to Bellwood! He needs a hospital!" Timmy almost dropped his wand in surprise, but he got a grip and waved it. Stocking took a look at Bman.

"What the fuck man? Where have you BEEN?" she asked rudely. Bman had already landed with is eyes closed. Everyone gasped when they saw him glare at them with a hint of killer intent. Bman's glowing eyes now leaked his fallen star aura from his tear ducts, flowing upwards continuously.

"I've been fucking some hot cosmic ass that's what you fat cow!" He spat distortedly. However, it sounded even more evil then it did before. Stocking looked offended, as she approached him angrily.

"HEY! WHO ARE YOU CALLING FAT, BASTARD?" she hollered. Bman got right up in her face.

"I'M CALLING YOU FAT YOU DIRTY SLUT! AND IF YOU TALK BACK TO YOUR KING LIKE THAT AGAIN, I'LL STRANGLE YOU WITH YOUR INTESTINES AND MAKE YOU EAT YOUR OWN SUGAR-COATED SHIT! DO YOU UNDERSTAND, YOU FAT WHALE OF A WHORE!"

Silence.

No one moved or spoke as Bman tore open another Portal and exited the world. Bman…the nice hero guy who treated everyone with respect and kindness…just kinda snapped…and he was only getting worse.

Domino's tail drooped. "Bman…what's wrong with you…" he said sadly. Geno was currently shaking, tears rolling down his face, fists clenched tightly at his sides. Timmy grew concerned.

"Um, Geno? You…OK?" he said carefully. Everyone looked at the puppet after they heard him sniffle.

"T-That…that person…he talked about," She sniffed. "She w-was my…m-my…" The others seemed to gasp in horror, after filling in the blanks. Except the angels, who were just silent. Timmy put a hand on Geno's back as he cried. Chromastone began to walk to the Portal.

"We need to move." He said seriously. "I don't know what's wrong with Bman, but we need to move fast if we want to help him."

Panty was cleaning her teeth with her finger, not showing that much interest, while Stocking looked annoyed.

"I'm gonna kick his ass for saying that to me! Stupid fuck." She cursed. The angels then walked into the Portal, followed by Timmy and Geno. Domino walked up next to Chromastone and looked up at him somberly.

"Do you really think there's hope for him?" he asked. The alien didn't answer for a moment before he spoke up.

"I won't lose him. I promise." He said before entering the Portal. Domino felt a little bit better with Ben's reassurance that he'll help Bman get better. Ben was always the optimist, never giving up hope. It was one of the things that Bman and Ben saw in each other and bonded over.

Domino sighed before he entered the Portal. He hoped that optimism kept up. And he still needed to hear what Geno knew, but he'll just ask him later, given his current state.


	19. Abracadaver's Deadly Comeback

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Townsville  
Normal POV

After Domino exited the Portal, he saw the rest of the group waiting for him in Townsville. Geno was sitting on the curb, depressed, while Timmy tried to make him feel better. It wasn't working as well as he thought…

The angels were gazing at Townsville's current state with Chromastone.

"What the fuck?" questioned Panty.

"Did we miss the fuckin circus or something?" asked Stocking.

Strangely enough, Townsville was decked out in ribbons, balloons, and other circus-related stuff. Not to mention, there were several buildings topped with flowers. Chromastone walked over to a lamppost wrapped in ribbons, examining it.

"These aren't ribbons. They're…handkerchiefs?" He found. Panty looked down the street next to them.

"What the shit?" The others looked down to see countless citizens trapped in strange objects, like floating rings or magical boxes. A few buildings were being cut by giant saws, and several malnourished rabbits were chasing townsfolk around. Timmy took a good look around, and finally nodded in resolution.

"I see now." He announced. The others turned to him in confusion. "Care to explain, sissy boy?" said Stocking. Timmy ignored the comment against him and began to explain.

"All these objects floating around and trapping people are based off a magician's repertoire of tricks." He told the group. He waved an arm out to the townspeople in front of them. "Everyone here is either trapped in a pair of floating rings or is sawed in half with those special boxes." Everyone made an 'Oh!' face.

"So, I guess we're fighting an evil magician? That's certainly different." Said Domino. The group walked down the street, following the trail of captives, until they finally led to the park. They approached a sign placed near the entrance. Geno, having calmed down enough from the walk over there, began to read.

"Abracadaver's Comeback Show?" He read aloud. There was a map of the park hanging on the sign. Chromastone tore it off and looked at it.

"Jeez, this park is huge." He remarked. This may be more difficult then they thought in finding Bman.

"And why the heck is there a freaking volcano in the middle of it?" Asked Domino as he stared at the mountainous structure in question. On top was what looked like an observatory with a large telescope sticking out of it. Stocking snatched the map from the alien.

"This park is so boring. There's no sweets anywheeeree!" She whined. Panty scoffed and snatched the map from her sister.

"Jeez fatty, lay off the Twinkies would ya?" She blinked when she examined the map.

"There are X's on this thing." She noted.

"What? Let me see!" Timmy took the map from Panty, earning him a smack in the skull. But sure enough, there were three X's at different parts of the map. One pink, and blue, and green…

"Fuck, it's got the girls…" Said Geno. Why did they always have to find the Powerpuffs when they were in Townsville?

Domino sniffed the air around them, only to shiver from the scent. "And Bman's out there too. But I'm not sure where…"

"Split up!" Commanded Chromastone as he and Domino ran off to the park's center. Geno and Panty took off to the left, while Timmy and Stocking were running to the right.

With the blue bitch and the fairy, they were currently running through the trees, searching for Bman or anything else important.

"What the fuck are we even looking for?" asked an impatient Stocking.

"We gotta get Bman." Reminded Timmy. He suddenly stopped running and turned around to see Stocking sitting down on a nearby bench. She wiped some sweat from her brow and was currently removing her shoes. Timmy approached her annoyed.

"What the hell are you doing?" He said asked. He wasn't in the mood to deal with the angel's bullshit right now. Stocking didn't pay him too much attention, much to his chagrin.

"Letting my feet air out. Its tiring chasing that idiot around…" She said nonchalantly, wiggling her toes in confirmation.

"Well stop. We got a job to do." He said. Stocking just scoffed.

"You're too damn serious. Just sit down and wait cuz I ain't moving." She told him.

Timmy weighed his options. He REALLY wanted to leave the bitch behind, but it would probably be worse if she was left alone. Sighing, the pink teen took a seat next to the smiling glutton. She groaned.

"I could use a foot massage right now…" she mentioned. "Bman's are amaaaaazing." She moaned out the last part, making Timmy roll his eyes. She then looked suggestively at Timmy, who panicked. He waved his hands in defense and shook his head.

"Oh no way." He denied. "I am NOT touching you! Besides, feet creep me out…" He shuddered at his old fear from when he was 10. Stocking's eyes gave off a mischievous glint as she smirked evilly. Timmy sweatdropped at her expression.

"…what?" Stocking then moved her position and forced her feet onto Timmy, making him freak out.

"AHH!" He screamed out while Stocking was laughing at his misery.

"Go ahead sissy boy! Touch my feet!" She commanded before laughing again. Timmy's face was still in horror, but also had a shade of green to it.

After mustering enough strength, Timmy poofed a short distance away, bent over his knees as he gasped for breath. Stocking rested her feet on the bench's arm rest.

"Well that was funny." Timmy glared at her, keeping his distance.

"You…you really are a bitch! No wonder nobody will put up with you." He said angrily.

"Bman does."

"Does he really?"

"Of course! He gives me everything I ask, and he was more then willing."

"Just ask yourself this." Stocking's gave a sideways glance at the pink hated teen. His face was hard.

"Were his eyes glowing when he gave you all that junk?"

"Yeah, so what?" she answered snootily.

"Weren't his eyes glowing when he let you and Panty stay with us?" Stocking's face actually looked like she cared. Just what was that boy getting at?

"Yeah."

"And how are his eyes now that he's spiraling out of his mind?" Timmy said hotly. Stocking looked upset.

"So what do his damn eyes have to do with anything?" she asked. Timmy sighed and shook his head.

"Those eyes mean he isn't in his right in his head. It impairs his judgment…" he explained. Stocking scoffed, waving a hand dismissively.

"You're just saying that because he likes us more then you!" She retorted. Timmy just face palmed.

"I can't believe this…" he mumbled to himself before yelling at Stocking. "There is nothing here for you or your damn sister! If it weren't for Bman going bat shit insane, then you two wouldn't be with us! HE DOESN'T REALLY CARE ABOUT YOU!"

Stocking flinched after Timmy said that, and her face changed from a look of righteous indifference to something more…vulnerable.

"I've heard enough of that…" she said softly, making Timmy look confused. Was she actually admitting that he was RIGHT?

"I'm getting that from everyone now. Maybe he is only doing this for a booty call. But…" She shifted her position so that she was sitting upright, her feet back in her shoes.

"I hope that…maybe…he really do-"

Stocking's statement was cut off by a large painful moan coming from the area. The two flinched at the familiarity of the voice. Timmy turned away from the angel.

"Forget it. Let's go." He commanded as he chased the sound's origin. Stocking sighed inwardly as she followed. Past a few trees was a small clearing. And in that same clearing was not one, but two…

…B-Bmans?

Both heroes were crowded around a guillotine, with something attached to the device. Both of them had blissfully evil looks on their faces at whatever they were doing.

Timmy gasped. "T-Two Bman's?" He blurted out. "What the fuck is going on?" Demanded Stocking. The Bman with his back to them suddenly rotated his head 180 degrees without moving his body. His eyes were red, and did not look happy to see them. Timmy paled when he saw that, but Stocking was unfazed.

A popping noise was heard as the first Bman twisted his body to face them. As he moved closer to them, Timmy gasped at what he saw stuck in the guillotine.

It was Buttercup! The green Puff's head and hands were trapped n where the blade comes down. Currently, her eyes were glazed over pink in a dazed expression. There was a bit of spit around her mouth as well. The Bman in back grinned larger as he continued what he was doing. And judging by the angle, it was very suggestive.

"Bman, free her! What are you doing?" Asked an angry Timmy. He knew that Bman's been not himself but…was it possible that he was taking advantage of the teen girl? He didn't want to go that far…

The Bman however started coming nearer, his grin showing mental instability. "You nothing…" came his voice in Timmy's head. "What you with no wand…that is all you good for…you would have lost them."

Timmy shook his head, trying to dispel the voice probing his mind. Stocking looked at him confused. What the hell was his problem?

The second Bman then pulled away from Buttercup, menacingly limping over to the bitch. His penis literally burst through his jeans, making the angel blush slightly. But it didn't take her long to dispel her staring and speak.

"Put that dirty thing away! What kinda girl you think I am, ya freak?" She cried out, shielding her eyes. Suddenly, she heard Bman's voice in her head as well. Timmy was useless, as he was on his knees and holding his head, shaking it roughly.

"N-No! T-T-That's not…I…I shoulda…" He babbled.

Back with Stocking, Bman's voice echoed through her head. "You such a dirty slut…he never wanted you anyway…you're just some ass to him."

Stocking shook her head to try and dispel the voices, but to no avail.

"He used you…tricked you…he never really cared…just some ass."

"That's not true! He does care!" She argued. But the voices persisted. They started to blend together, getting more garbled.

Stocking flinched when she felt one of the Bmans touch the top of her head, his erect member sticking out inches in front of her face. She didn't realize that she fell over on her knees from the voices. She looked up at the Bman with a hurt expression. He grinned sadistically at her.

"Just a booty call…" he spoke. Stocking's face changed from hurt to enraged. She suddenly smacked the Bman's hand off of her and stood up abruptly.

"SHUT UP!" She screamed. She then kicked the Bman right in the penis, making the copy's face contort in pain. He then flew backwards from the blow and smashed into the guillotine's blade, shattering it. The Bman then disappeared in a space-time distortion. This made the other Bman pause from hovering over Timmy and disappear after him. As soon as they left, so did the voices.

Timmy shakily stood up while Stocking was breathing heavily. Timmy then walked over to the still zoned out Buttercup.

"Judging by her eyes, Bman must have hypnotized her." He surmised uneasily. He was still shaken by Bman's mental assault. It plagued him with thoughts of doubt and uselessness; that if Bman never helped him, he would never have been given his fairy powers, and his fairy family and his world would be doomed. He told Timmy that he was emotionally frail, and that will be his downfall.

Stocking moved closer to examine the puff. "So, how do we wake her up?" she asked just as uneasily. For Stocking, the Bman said that he never cared about her as a person, and that he only kept her around to have sex with her. After that, he'd kick her to the curb.

Timmy paused in thought before he raised his wand. He held it in the air for a moment…

Before smacking it on the puff's head, small clouds of fairy dust poofing out. Stocking sweat dropped from her position. "Was that the best you could think of?" she asked. Timmy shrugged.

"Pretty much." He responded. Buttercup groaned as she started to actually come to. Timmy flashed Stocking an 'I told ya so' face. Stocking smacked him in the head, making the fairy boy wince.

"Uhh…what the?" Buttercup groaned. She blinked a few times, revealing her emerald eyes to the other two. "Where's Bman?" She asked. She used her super strength to break out of the stockade holding her, and then checked her wrists to make sure there were no splinters or any other damage.

"He uh…left." Answered Timmy. "Did he trap you in that?" Buttercup looked confused.

"The hell? Of course not. It was that damn zombie magician that we killed back in kindergarten!" She retorted. "He caught us by surprise after we woke up in the park. What going on here anyway?" She then made a gagging face and spit onto the ground. "And WHAT is that taste in my mouth?" Timmy's face paled at the object in question, while Stocking laughed. She always knew those Powerpuffs were nothing but sluts, whether they knew it or not!

Buttercup looked confused at their reactions. "Dammit, I did miss something. I'll ask Bman." She decided.

"Maybe Domino's the better choice…" he mentioned after viewing Bman's recent changes and Domino's knowledge on his creator.

"Whatever, let's fuckin go!" Cried an impatient Stocking. Buttercup started to jog ahead of the group before pausing to fix her skirt. Timmy mentally paled at the supposed monster Bman was coming into…

Meanwhile, a bullet grazed through several trees, causing the birds in the park to fly away in panic. Panty hollered at her shot.

"WOO-HOO!" She cheered.

Geno sweatdropped. Why did he have to go with her? Of course he'd be more uncomfortable with Stocking as his companion, but the lustful bitch still rubbed him the wrong way.

"Would you keep it down!" He reprimanded. "We're trying to find the guy behind this. And your actions will just lead us to getting ambushed."

Panty scoffed at the doll's logic. "Bitch please. If he knew any better, he'd just give up now so I don't have to fuckin waste my time looking for 'em." She argued. "Worse enough we have to find those Powerpuff bitches, but that idiot Game Boy decides to run like a dumbass!" She heard a branch snap, and fired Back Lace in that direction, sending squirrels and raccoons scurrying away for their lives.

"Fuckin shit…" She murmured in annoyance, both at Bman and the lack of villain in her targets.

"It's not his fault." Defended Geno as he started digging into a pile of broken branches. "He's undergoing a transformation of the likes we've never seen, and if that concludes, there will no hope left." He reached into the hole he cleared and pulled out a few small bird's eggs in a bird's nest. He then went over to a tree that Panty didn't blast into firewood, and perched the nest on a sturdy branch. He smiled when he was the nest's owners fly down and look over their eggs.

Panty paused from shooting the nest down at Geno's statement. What the hell did that mean?

"What the hell does that mean?" She asked. Geno looked at her with a serious expression.

"If you have to ask, then it ain't worth telling you."

"Oh yeah?" She said indignantly. She raised Back Lace at the nest again and fired. The shot made direct contact with the nest itself, but the explosive power behind it took out the whole tree top as well as several behind it. And while the tree trunk still stood (somewhat) there was nothing left of the birds except of a few scorched feathers floating downwards, trailed by smoke and the smell of fried chicken.

Geno stood silently in shock as he processed what just happened. He then turned angrily at the bitch, who just blew away the smoke coming from Back Lace's hole.

"WHAT DID YOU DO THAT FOR?" Geno steamed. Panty winked and stuck up her middle finger at him. "If ya have to ask, then I ain't gonna tell ya motherfucker!" She replied.

That tore it.

With a yell, Geno pointed his arm out at the angel. A bullet was then shot out of his palm, straight at Panty! The angel moved her head out of the way, having the bullet just graze her cheek.

"Bring it bastard!" She said before cocking Back Lace. Geno launched a Rocket Punch at her, but Panty used her gun to swat the arm away as she charged at the puppet. She body tackled him, making the two tumbling down a nearby hill, punching and cursing at each other.

At the bottom of the hill, Panty pointed Back Lace at the currently one-armed Geno's head. In turn, Geno's free hand formed the Geno Beam, ready to fire at a moment's notice. Both of them stared at each other's eyes hatefully. Each of them ready to fire if need be…

The confrontation was stopped when Panty smelled the air. Her face squinted slightly.

"Is that salt water?" she asked mostly to herself. Geno sneered.

"Nice try. I ain't falling for-" He didn't get to finish when Panty stood up and looked in front of her. Right there was a large closed tank filled with water.

And floating inside, chained to the bottom, was…

"Bubbles!" Geno gasped. "We have to save her!" Panty groaned.

"Uh! Do we have to?" She complained. She only wanted to find Bman and go back to the castle so she could get more stuff from him. She didn't care about them, and would leave the boys if she could help it…

But Geno's face was stern. Panty chuckled on the inside, as Geno's face looked as if he were seriously constipated. "Fine…" she said. She pointed Back Lace at the tank and fired.

Much to her surprise, the bullet just bounced off harmlessly. Annoyed, she fired several more, but they didn't even make a scratch. She paused and just stared at the drowning puff.

"Well, she's done." She said dully. Geno face faulted.

"W-What do ya mean?" Panty shrugged.

"I can't fuckin break it. She's dead." Panty put her hands behind her head as she just stared into space. "I guess its bubbles for Bubbles…" she mused. Geno tried to face palm, but nothing hit his face.

He forgot his other arm was still back where they were before. Panty laughed at his failure.

"Ha! You dumbass!" She mocked, making Geno have a tiny vein form on his head. She then slinked closer, a dirty look on her face.

"Wanna see if you're left handed?" She asked suggestively with a wink.

But instead of hearing Geno's remark back, which Panty knew was already a 'no', she heard Bman's voice in her head.

"Skank."

Panty's vision slowly began to fade as Geno and the park melted away. All that was left was Bman, with his now glowing red eyes, in an empty void of time-space distortions. His grin gave her the creeps.

"You're nothing but a cheap hooker. A glorified cum dumpster with an ego as big as her fucking libido." He spat without moving his mouth out of that creepy grin.

Panty was pissed. How dare he talk to her like that! She pointed Back Lace at him, but found that her weapon was no longer in her possession.

Bman waved a finger at her efforts before he waved a hand near her. Out of the nothingness came an image.

Panty's eyes widened as time seemed to stop completely.

For that image was of both her and Stocking in Heaven…

…when they were kids…

…with their mother.

"How could such a sweet little girl become such a huge fucking BITCH?" He asked in his distorted voice. "Could it be that all this penis-hunting is just you looking for acceptance by a man because you never got that love from your father, despite all those macaroni pictures and crayon drawing you made him, coupled with the fact that your giant whore of a mother was never available to spend time with you and your emo sister?"

Panty couldn't even blink…

Geno's raised a brow at the angel, who had dropped her gun and was currently sobbing on her knees next to him. He didn't think that telling her to jump in a volcanic pit of lava while being chewed on by Chain Chomps would cause her to break down.

He knelt down awkwardly next to her.

"Hey um…I take it back…no thank you." He reasoned. Panty seemed to not be able to hear him, making Geno sigh. He reached to scratch the back of his head, but used the arm without the hand again.

"Dang it…" He muttered before he reached out his current nub to the top of the hill. Through the rustling of some bushes and trees, Geno's arm came flying towards him, reconnecting with his body. After doing a quick grip check, he smiled.

"That's better. Now, to save Bu-" He stopped mid-sentence when he faced the tank.

Inside was Bman, staring at the puppet as he sucked on the blue puff's boobs, completely unconcerned with her drowning form. Geno was absolutely flabbergasted, unable to yell at the teen or even ask what he was doing there.

Other then the fact that Geno could SEE what he was doing, and the tank was most likely sound proof. But that didn't stop Bman's voice from entering the doll's mind.

"I fucked her you know…" He admitted. "Back in space…I fucked her." Geno felt a twang of emotion inside of him, setting his mind ablaze with all those angry thoughts he stemmed off of his sad feeling earlier.

"Shut up…" said Geno, straining his emotions.

"What's wrong puppet boy? Can't take it that your girl found a real man and not some TOY?"

Geno growled and shot several Finger Shots from his finger tips, but the bullets just bounced harmlessly off the glass. Bman smiled wider as he continued to suck on the girl's breasts.

"Not enough fire power? That's what she said."

Geno fired a stronger shot via his Hand Gun, coming out of his palm like when he used it against Panty. This also did no damage to the glass.

"She really liked it, don't you worry. I kept her entertained."

Geno bent his elbow, launching an even stronger shot from his Arm Cannon. Once again, nothing broken. Bman continued to mess with Geno through telepathy.

"She really asked for it after I took away that pesky free will. She BEGGED for it."

Both of Geno's arms morphed into gun barrels, much like what he uses for the Geno Beam. He then pointed them at the tank and began shooting small star-shaped bullets in rapid fire. But alas, even his Star Gun couldn't break the tank. It did give a small scratch however, but Geno couldn't keep shooting at it all day.

"I sure made her see stars; if ya know what I mean."

Geno launched a Double Punch out at the tank, but that didn't do anything. Geno cringed as they made impact and checked his knuckles when his arms came back. There was some wood that was chipped off from the impact.

"I really had to stuff her good. She was so tight, I think she was a virgin!"

Geno's rage was quickly rising as he fired a Geno Beam at the tank, doing nothing.

"She was a real freak, I tell ya what! She couldn't suck my cock fast enough!"

Geno started throwing a barrage of Geno Whirls, but the discs just bounced off harmlessly or dissipated on contact.

"She got all the way down to the balls!"

Geno started throwing discs faster.

"Her breasts were so soft when she tit-fucked me! That tongue is a blanket of silk."

The discs flew faster.

"Do you know she does anal right? Oh I'm sorry, you WOULDN'T KNOW THAT!"

Geno through even faster and faster still. He would blow if Bman said even one more FUCKIN thing.

"I wouldn't be surprised there was a little Bman running around soon enough."

Geno's rage overflowed into one final Geno Whirl. This one however, grew larger then the rest and flew much faster. In a rage-filled war cry, Geno flew the attack at the water tank.

The tank shattered on impact! The water flowed out of the broken case, and thanks to the angle of the Geno Whirl, Bubbles was also unchained.

Bman just chuckled to himself as Geno's fists flew over and grabbed his shirt collar, pulling him over to a VERY PISSED star warrior.

"I'LL FUCKIN KILL YOU, YOU SON OF A BITCH!" Geno threatened right to his face. Tears mixed in with sweat and spit as he cursed him out. "IF YOU EVER COME NEAR HER AGAIN, YOU'RE GONNA HAVE A FUCKIN LAZER BEAM SHOT THROUGH YOUR URETHA!" He raved. Bman only smiled more.

"Me and Rosie, lying in a tree. F-U-C-K-I-N-G!" Bman cackled as he disappeared out of Geno's grasp and into thin air. Geno cursed deeply in his head as he wrung his hands in fury.

But that fury was lost when he remembered about Bubbles. Turning quickly, he saw the blue puff coughing for breath, surprisingly alive! Geno figured the Powerpuffs must have strong lungs.

But Bubbles began to cry when she saw her chest exposed and bite marks around her nipples. Geno glanced at the motionless Panty, not noticing anything that was going on. She just spaced out on the ground, her outfit back to normal for some reason that Geno couldn't understand.

Back Lace had turned back into her panties as the lied on the grass, wet from the tank's contents. Mustering his strength, Geno made his was over to Bubbles, looked into her eyes with understanding, and held her in comfort as they cried out their pain.

"OK, he's this way." Said Domino as he led Chromastone through the park's middle, circling around the volcano in the center. Ben doubted why a city would develop around a VOLCANO of all things, but there can't be anything done now. Other then to plug it with a giant cork anyway…

Chromastone sighed and looked up at the observatory located on top of the landscape. He remembered that Mojo Jojo lived there because that's where Dexter found Buttercup's signal back when they first entered Townsville. That stupid simian sure made a mess of the place, Ben recalled.

"You said that like 20 minutes ago Dom. And I still don't see him." Said the alien. "Maybe he's avoiding us on purpose?" Domino stopped sniffing a rock and looked up at the towering figure.

"Why would he do that? I know he's been acting strange, but he wouldn't just ditch me like that!" He answered hotly. There was no way that Bman would abandon him like that…would he? The guardian shook his head and continued to scout ahead.

Chromastone sighed inwardly. He's all for thinking that Bman's never gonna give you up or let you down, but after him almost killing Kevin back on the Observatory, he began to see past the pudding.

Great, now he Rick Rolled himself AND made himself hungry.

As they rounded around the volcano, they continued to find nothing. No Powerpuff girl, no Bman, no nothing.

Actually, they found a lot of nothing.

Domino swore under his breath. "Shit, he's not here either." He turned back to Chromastone. "Maybe if we ch-AH!" He was cut off when a lazer beam struck his side and flung him into the volcano's side. A second later, another lazer beam hit Chromastone but he absorbed the energy attack with his crystalline body.

He glanced over at the beam's location of origin to find a human figure rush at him and punch him in the face, sending him flying into the volcano's side as well.

Slightly dazed, the duo looked forward at the attacker and gasped.

"B-Blossom!" They stammered.

Indeed, the pink puff floated in front of them ready to strike again. Her eyes were red swirls instead of her normal pink orbs.

"What's going on here?" asked the alien. Domino stood up and shook the rubble off his fur.

"She's been hypnotized by something. But what?" He questioned. He knew that Bman couldn't hypnotize people, so that makes him clear.

Suddenly, in a puff of smoke, appeared an old splintery-looking stage. The red curtains were torn and there were nails sticking out dangerously. And in another puff of smoke, appeared a tall pale humanoid. He wore a tattered magician's outfit and had rotting blue skin. In one of his gloved hands was a gold pocketwatch, swinging back and forth as he chuckled.

"Ah. I found you two trouble makers. No one likes a rebel-rouser." He droned. "I'll add you two to the act." He raised the watch and sent out swirling red waves.

Despite that, the two heroes were unaffected. Chromastone chuckled while Domino wagged his tail in anticipation. "You're gonna have to more then that to tame me." He stated. The zombie, now identified as the mastermind Abracadaver, stroked his chin.

"Very well then. My lovely assistant will end your act." On command, Blossom flew in front of the zombie as he conjured up four magical hats in midair around him.

"And now…MY COMEBACK SHOW!" He yelled. And as he did so, each of the hats shot out different magical props: one released several strings of handkerchiefs, another spat out razor sharp playing cards, another spawned malnourished zombie bunnies, and the last gave out zombie doves. Blossom flew at the duo from down on the grass, starting the boss battle.

Chromastone immediately shot a lazer beam out at Blossom while Domino tried to run around and get the evil magician. His evil animals followed him, but they were so brittle that Domino destroyed them with only one tackle attack. Right when he made a mad dash for the stairs, the multicolored handkerchief rope trapped his hind paw and flung him into a tree. A swarm of doves flew after him as well.

Luckily, Domino landed on his paws when he hit the bark, neutralizing the damage. He then leapt off when he saw the doves flying at him, making them explode into feathers and dust when they crashed. Dom glanced back and smirked.

"Stupid birds." He mocked before he ran away from some zombie bunnies.

With Chromastone, despite his defenses, he was literally being taken apart by Blossom. Her super strength broke up his shard-like body with each hit. He needed a new plan and a new alien. He quickly tapped the Ultimatrix symbol and transformed.

Instead of Chromastone, Ben turned into Goop. At least her attacks couldn't hurt him. She kept taking shots all over his body, but he felt no pain.

"Blossom! You have to snap out of it!" Goop reasoned. Blossom halted her assault and stepped back…

Only to breath ice all over the slimy alien, freezing him solid. In another flash, Ben transformed into a robotic humanoid alien with a large green-slotted horn in front on his head and a smaller one on the back. His body was blueish-purple with silver bands on his wrists and waits. He also had a silver-colored mouth with sharp teeth that spreads over part of his chest.

He yelled out after he shattered his icy prison.

"Eatle!"

Eatle charged at Blossom with a punch of his own, but she blocked it and grabbed him by the horns. Literally!

Eatle screamed as the mind controlled girl flung him into some trees. Eatle groaned and picked himself up.

"OK, no more mister nice guy."

He picked up some of the tree that he crashed into and began to swallow it whole. He quickly picked up the pace and ate the rest of the tree, in addition to a mouthful of dirt. Domino, after breaking apart a few rabbits, sweatdropped.

"Oh fuck. They're all losing it." He muttered. Bman's gone AWOL, Ben's eating dirt, Geno's having a break down, Blossom's gone psycho, and the angels are themselves. If it weren't for Timmy, Domino might just rip off his own ears in frustration.

After a small burp, Eatle patted his belly. "I'm saving that for later." He assured himself. He then picked himself up and charged again at Blossom. Abracadaver laughed.

"It is of no use. Nothing can break my hypnosis upon her. You're time is up." He mocked.

Eatle grunted as Blossom slammed him into the ground and began punching his chest. Domino tried to run over and help, but he found himself tripped up by some rogue cards. He tumbled over himself, letting out a surprised yell as he ran right into Eatle's body. Domino looked dazed as Blossom picked him up.

"Domino! Say something!" Cried Eatle. Blossom was still on top of him, so he couldn't get up.

"Don't take me out coach…" He responded dizzily as he was held up by his collar. Abracadaver smiled.

"Yes, good! Finish them now my assistant!"

"Yes master…" she droned as her eyes began to light up red for her lazer beam. Eatle struggled to move as Blossom's eyes grew a darker shade of red.

But a cry from the zombie magician drew her attention away from frying Domino. Apparently, one of his magical spawning hats set on fire, stopping it from producing the multicolored ropes. In another flash, a second hat exploded, followed by another. The last hat then was sliced into pieces before exploding.

Taking the distraction to his advantage, Eatle kicked off the pink puff and caught Domino. Through the smoke, Abracadaver scowled at the interference to his performance.

Dramatically posed on a large rock near the volcano was Timmy, Stocking, and Buttercup. Stocking had one of her stripes out while Timmy's wand glowed. Buttercup clapped her hands together to rid them of the fiery residue her fireball left.

"Well, look what the grave robber dug up." She said. Stocking sweatdropped.

"That's the best you could think of you whore?" Buttercup fumed while Timmy sighed. "Don't start with me bitch!"

"Timmy!" cried Eatle as he carried Domino over to the three. Timmy looked relieved to see them. Even more so, he looked tired.

"Thank God you're here! These two are driving me nuts." He explained. Eatle handed the dizzy dog to Timmy while he faced the zombie.

"This is the end!" The green slot on Eatle's front horn began to glow. Suddenly, he fired a large lazer beam that tore into the zombie head on! The other marveled at the power behind it as it sliced through the villain, his stage, and the ground and anything else behind it!

Eatle crossed his arms and huffed. "Deal with it." Everyone cheered for his shot, except Stocking.

"I could have done that." She downplayed. Buttercup gave him a few strong pats on the back until she looked at her sister.

"Blossom's still zonked out." She observed. After the smoke cleared from Ben's shot, it revealed that Abracadaver was still standing! Granted, his body was split perfectly in two, but he was still…undead.

Stocking laughed at Eatle while he face palmed. Abracadaver slowly began to stick himself back together.

"Now that you're finished, it's high time my assistant turns you ALL into my loyal zombie followers!" He pointed out a hand to the group, who braced themselves for Blossom to fight. "ATTACK!" he commanded. But before she could reach them, a sudden object blocked her path.

In her way, much to the shock of the others, was Bman! He stared into her swirling eyes as she just looked back.

"Bman!" cried Buttercup. "What gives? You kinda just left me back there!" She reminded him. But the hero didn't seem to notice as he stepped closer to Blossom. The swirls in her eyes began to shift from red to pink. As soon as he got within grabbing distance, he leaned his head forward and kissed her deeply.

Everyone else gave 'WTF' looks, but Buttercup's was more of anger and betrayal.

"BMAN! What are you doing?" She cried out. And while he was still in lip lock with her sister, his voice came from somewhere to their left.

"I've getting some prime ass, is what I'm doing!" he spoke. The group turned to see a second Bman standing menacingly near them. Timmy and Stocking recognized that it must be the Bman that they encountered before.

"You and you sister weren't bad bubble butt, but it just wouldn't be complete without the whole set!" he mocked. Buttercup's head began to spin. Did he do something to her after he found her? She began to feel betrayed by her crush and got teary eyed.

"What's wrong? Don't tell me you liked me! Go find someone down at the dirt track, Butch." The clone insulted. Buttercup seemed to shrink as he made fun of her tomboyish nature. Eatle stepped in front of her.

"Leave her alone Bman! What has gotten into you?" He was generally concerned as to why his one of his best friends was doing this. Bman would never insult a girl or make her cry.

"None of your damn business asshole!" Came his voice from another clone on their right. Blossom was however lost in the first Bman's kiss as she wrapped his arms around his neck. His hands began to probe her body, not caring about who was there to see.

Domino gasped as he looked into the Bman's eyes. "Shadow Bros…" he murmured. "About fucking time you got it!" Cried a third clone from out of nowhere in front of them, making the group jump.

"Jeez, for a guardian, you're pretty bad at your job! What's some wimpy little cur gonna do to save me when he can't even fight for himself?" He insulted. Domino lowered his head at the accusation. Was he really that passive compared to the others?

Eatle stepped right up to the middle Bman.

"Bman, listen. I need you to get a hold of yourself because right now you're making me mad." He warned. He was all for patience and level-headedness, but he might just fire his lazer at the teen if he keeps acting this way. The Bman stared his down, his red eyes meeting Eatle's green.

"You really think you can take me with that finicky little gimmick? I control time and space at a whim!" That being said, Bman reached out a hand and turned Eatle back into Ben.

"I could just remove the damn thing and shatter it to pieces. You're nothing without that, but I do have YOU to thank for my power Benjamin." He chided. Abracadaver grunted as he charged off the stage wielding a long saw.

"I've had enough side shows! I won't be upstaged!" He yelled. The last three Bmans roared as the ran at the zombie. One Bman swiped at his legs with his bloody tail, taking them right off. The second Bman sliced his neck with his warhammer, but after a few feet, the body parts reassembled. The third Bman then came up to him by surprise and stabbed his hand into his chest.

"Die!" He yelled as he sent off a red colored Lightning Surge in his body. That resulted in his body exploding apart. One Bman caught his upper left body and froze it solid before shattering it to pieces. Another grabbed his legs and burnt them to ash with semi-blue fire. The third Bman took his arms and looked back at the other two.

"I got a better idea." He said. He chucked the arms and head on the pile of ash and shards and waved a hand at them. The group watched in awe as the body parts reformed together and actually aged him backwards! After what seemed like seconds, Abracadaver was a human once again. Shocked and happy, he looked over his human self. His tattered clothes were fixed, and instead of decaying blue skin, he had healthy white skin and black mustache.

"W-Why, look at me! I could take my career to the streets! I won't ever have to step foot in Townsville aga-"

He was suddenly cut of as a rusty drill pierced his chest, resulting in him screaming in pain. The one Bman turned to the two others.

"See? Zombie's can't feel pain, so if we turn back time..." He explained, making the two give 'oh!' faces.

They continued to torture the man in a most inhumane manner, switching between using drills through his body, burning his flesh, and shocking him till his eyes popped. All the while, they were laughing and spitting on him. The fourth Bman continued to make out with the mind controlled Blossom, now holding onto her as she wrapped her legs around his waist.

Despite the urge to do something, they found themselves frozen in fear at what Bman was doing. Was this the same hero from before?

After the Bmans burned his mutilated body into dust, they opened up another Portal. All four exited while cackling evilly. The last Bman looked back at the frozen group, and flipped them the bird.

"Fuck you guys." He stated before departing, leaving the Portal open for them.

Silence.

Out of the bushes rushed out Panty, Geno, and Bubbles.

"Are you all alright?" Asked a panicked Geno. He could have sworn he heard Bman's growling in the area and he feared for their well being. Ben looked at Geno.

"Not all of us…" he said. He motioned over to Buttercup as she helped a crying Blossom to her feet.

"Are you OK?" she asked. Blossom didn't give any words, and only shook her head. The two sisters embraced each other as they shed tears. Bubbles quickly flew over and joined in.

Ben looked at the Portal ominously. "You said you knew what's wrong with him right?" Domino asked Geno as they moved closer to the green hero. Geno grunted in confirmation.

"I want you to tell us." Spoke Ben. Looking back, he saw the puffs gathering themselves off the ground. Timmy looked at his wand with a sense of despair, and the angels both looked sad and hurt. Geno nodded seriously.

"Fine. But not here. Let's get Dexter first." Domino looked up at him questioningly. "What makes you think its Dexter's world next?" he asked.

Geno looked down at the dog. "Think about it. He's going to all the worlds he's been to in reverse." Ben's eyes widened in realization.

"He's right. Dimmsdale, Daten City, Forest Maze, Townsville…" he listed. Domino caught on.

"Genius Grove, Bellwood, and then…" The three paused and considered where his final location would be. After a moment, Domino spoke up.

"Probably the island."

"By the way…" Started Geno as he looked at Ben. "How could you understand what Bman was saying? He was only growling and roaring at you guys…" He stated.

Domino and Ben exchanged worried glances. They heard him in perfect English, despite the distorted voice. They looked back at the portal.

"Let's go." Ordered Ben as he and Domino entered the Portal. The others soon followed suit, with their heads filled with both emotional and psychological pain. And mixed in with the uncertainty about Bman, that left for a bad combination…


	20. The Monster Within the Earth

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Genius Grove  
Normal POV

Dexter was not in a good mood.

First off, he awoke not on his bed at the castle, but on his lab's cold metal floor. Next, his laboratory's alarm was blaring at deafening levels for a red alert, which is NOT something nice to wake up to. And third, Dee Dee was in his lab drawing bunnies and flowers all over his charts and graphs! Stupid sister…

Oh yeah, there's also the current problem of fighting off a gigantic axe monster that was destroyed in Tokyo when he was a kid. That too.

Dexter was currently flying around in a white and red fighter jet, barrel-rolling and maneuvering past the monster's giant claw swipes. And as he fired energy bullets and rockets at it, they didn't do a thing! Dexter grunted as he flew back around.

"Dammit! No matter what I shoot it with, it doesn't seem to take any damage! But no matter what, I must defeat Badaxtra before it causes anymore damage. And to show up Mandark!" He added. Badaxtra was a titanic-sized monster with brown skin, yellow eyes, and axe blades everywhere; on the end of its tail, fingers, feet, and face.

Dexter uses his wireless hook-up to the lab in hopes of getting an advantage over it.

"Computer! Analyze the monster and tell me…HOW THE HECK DO I TAKE IT DOWN?" He yelled in frustration. Apparently, the genius gets cranky. But instead of his computer's voice, he heard his sister on the line.

"Sheesh, someone's cranky. How about a 'please'?"

"Please get out of my lab…" he answered dryly, but he knew it was to no avail. His computer's female voice brought him back to the situation at hand, Dee Dee's laughter heard in the background with the sound of shattered glass.

"Dexter, preliminary scans show no weak point on Badaxtra. It's outer skin is too think for any of our weapons." It…or she, explained. Dexter grumbled as he continued to pilot around the colossus.

"And the only robot I have to even have an effect on it requires a total of four pilots, leaving us two short from myself and Dee Dee with my parents gone." He lamented. He winced as the monster roared and almost sliced the jet in two with his tail, had Dexter not pulled up when he did.

He breathed a sigh of relief and wiped the sweat from his brow. Suddenly, something bright caught his eye. It wasn't the sun's glare…it was…

Dexter's voice sounded in joy. "Monkey!" He cried out in happiness. Next to him, flying right outside his jet was a primate superhero that's been around since his childhood. It had a black masked suit with yellow gloves and a yellow belt with an 'M' on it. There was yellow on the tip of the suit's tail part. His mask looked like a large yellow 'M', and had tan fur.

Monkey looked at Dexter and gave him a thumbs-up and a wink. With that, Monkey gritted it's teeth and flew at Badaxtra. Dexter decided to hover from a safe distance and observe the hero in action.

Badaxtra roared as it saw Monkey fly at him. He tried to slash him with his claws, but missed, giving Monkey a chance to punch him with his super strength. As the monkey let loose, the monster thrust out it's gut, sending Monkey backwards.

Badaxtra picked up a house (which for Dexter, was unfortunately not Mandark's) and threw it at the simian. Monkey screeched in surprise, but caught the building and threw it back at it's face. The debris got sliced when it hit the ax on his face, but that just only made it easier to go into it's eyes.

It roared as it rubbed it pupil's trying to see once more. Dexter cheered at it's blindness as Monkey screeched and pounded it's chest.

"Way to go Monkey!" he cheered.

Monkey then flexed mid-air, brightening it's energy aura, and charged straight at the beast, fists first. But before he could deal another blow, Badaxtra's mouth opened up and fired a giant red lazer! Both Dexter and Monkey gasped. That move was certainly new…

Having been caught in the blast at close range, Monkey screeched in pain, some of his suit coming off from the blast. Finally, the ape hero was flown backwards at incredible force. Dexter himself just barely lost a wing to the attack, but paled at the lazer's sight. Especially when he saw Monkey fly so far back he disappeared into a little star.

A roar erupted in the area as Dexter froze up. Since when could it do THAT? It was practically invincible the first time he fought the beast, and now it shoots fuckin lazers? A series of beeps brought his attention from the monster to his control panel.

"WARNING! WARNING! SHEILDS DISABLED!" the voice droned. Dexter panicked. "Shit!" he cursed. He tried pulling levers and pushing buttons to stop everything else from shutting down.

However, the voice kept droning. "SHIELDS DISABLED! WEAPONS OFFLINE! ENGINES AT HALF OUTPUT! PARACHUTE MISSING! INCOMING ENERGY SIGN-" The voice began to garble after that, but Dex couldn't care less. He was practically a sitting duck. A flightless duck at that, since he didn't understand how the blast severed his parachute from the INSIDE of his vehicle…

"Maybe I can turn around and think of a counter-plan…" he mused. But just as he turned around, he gazed into the fiercely unfriendly giant eyes of…

…Bman. Yes, the hero was currently the size of Badaxtra.

Dexter blinked in disbelief. He then took off his glasses, cleaned then, put them back on for a moment, and then freaked out.

"B-BMAN? How in Saturn's Rings did you get like that?" He asked. The height was one thing, but his eyes…his aura…his tail…his glowing. It was giving the genius a chilling feel down his spine.

"B-Mega!" He roared, startling the teen intellectual. Dexter blinked in confusion. "Come again?" he asked, confused. Badaxtra roared at Bman, who roared back.

Bman then flicked his fingers at Dexter, sending him flying as if he were a bug. Dexter screamed as he tried to regain control of his jet, but it was beyond his control. He furiously tapped the Ejector Seat button, but nothing happened. All it made was a farting noise, probably meaning it was broken. Dexter shut his eyes tight.

"I CAN'T BELIEVE IT ENDS LIKE THIS! GOOD-BYE CRUEL SCIENTIFIC WORLD!" He screamed his last breath, waiting for the inevitable crash of fiery doom that will roast him alive.

But it never came.

No crash. No fiery doom. Just Dexter screaming.

"Dude, chill out." Said a cool voice. Dexter opened his eyes and looked at who was holding him.

"B-Ben?" he asked.

"No, I'm the Easter Bunny." Joked Big Chill. They then began to descend from the skies down to the others in a safe area between two houses. Dexter could see Blossom flagging him down, as well as the others in the area.

After landing, he smiled at the sight of everyone. Although, it WAS less for seeing the angels with them…

Big Chill's wings folded up into looking like a cloak while Dexter wiped the dust from his lab coat.

"Thanks Ben. Now could someone tell me what's wrong with Bman?" he asked.

Everyone seemed to flinch at the mention of his name, which worried him. Domino looked up to him with sadness.

"I honestly have no idea anymore. He's been…changing…recently, and I'm really worried." He said. Dexter and the others looked up at the sound of a loud cry. Bman was currently in a grapple with Badaxtra, bleeding heavily due to the monster's ax hands.

One thing that caught Dexter's and Domino's eyes was Bman's watch. It looked as if it were broken or shattered, as gears were sticking out of it dangerously. It was also glowing pink like Bman's designs, but was also blurrier. Dexter sighed.

"Well back to the drawing board…" he figured. It was a shame for his watch to break like that, especially after his concern the first time.

Domino however, paled. "Not another one…" he said out loud, causing the others to looked worried as well. Now his Time powers were messed up as well. What's a dog to do…

"I don't understand. I could just fix th-"

"HE CAN'T BE FIXED!" blurted Bubbles, before she turned and cried into her sister's pink shirt. Buttercup and the angels just stood silently near the back. Timmy had a seat on the grass with a spacey look on his face. And Geno was leaning up against a wall right next to the puffs, his eyes hidden by the shadow of his hat.

Dexter was absolutely stunned. He turned to Big Chill. "You need to tell me what's happening. Now." He commanded more then requested, suddenly serious. Ben turned back to normal and was about to start, but Geno cut him off.

"I'll do it." He announced, causing everyone to look at him. After a second he continued.

"I'll tell him. Tell all of you, now that you're all here." Dexter was about to speak up but Geno cut him off.

"I'm not counting Gwen and Spyro because they already know as well." This earned a quizzical look from Ben. If his cousin knew something about this, why didn't she tell him?

Everyone gave their upmost attention as Geno got to a spot where he was closest to all of them. He took a deep breath, and exhaled.

"This…is going to be rough to swallow. But it's true. Right before Bman took the angels back to the castle, I noticed that both his eyes and shirt décor were glowing pink. His voice became distorted and his grin became almost ear to ear."

"I'm pretty sure I've seen him like that before." Interrupted Dexter. "But please continue." Geno nodded, a bit annoyed.

"One thing that bothered me was that while the two were "persuading" Bman to let them stay with him, the frequency of these things increased." Dexter looked confused, giving Geno a sign to continue uninterrupted.

"Curious, I asked the two beings who knew of magical-like behavior and had general knowledge of the subject."

Ben gasped slightly. "Gwen…"

"And Spyro." Added Geno. "Originally, I asked your cousin, but Spyro overheard the whole thing. Apparently, Gwen noticed similar concerns from R.O.T.O.M. in the form of vague warnings about B-Mayhem."

Buttercup huffed. "Stupid robot…" she said. "If he knew something, why the fuck didn't he do anything?" she mused. The question was ignored as Geno continued.

"So soon after, we planned on ambushing the robot in the library. We found him gathering books-"

"You don't say?" said Stocking. Geno gave her a glare before continuing.

"ON Bman. He had his Autobiography on him, and some other stuff we weren't too sure on."

"But what did he say?" asked Timmy.

"He said…if left unchecked…Bman could destroy the entire multiverse."

Everyone gasped in shock. "T-That's not possible!" Spoke an astonished Domino.

"How could he do that?" asked Dexter. Geno looked him in the eyes.

"B-Mayhem." he said simply. "Obtained by using Alien X as a catalyst, Bman could warp time-and-space at a whim. If Bman thinks it, it happens. R.O.T.O.M. actually got out of Bman's head through B-Mayhem."

"That tool." Cursed Domino. "Protect the castle my tail. He's probably spying on us with his "security grid" to boot." He mused.

"Anyway, the move is too much for Bman to handle by himself. Every use makes him closer to mental destabilization. If that happens, he'll go on a murderous rampage. Also, he said that Bman's inner desires would come to life in the form of his lust…and later blood lust." Geno paused as he closed his eyes and placed a hand over his heart.

"He…" he began, but stopped to gather himself. "H-He…actually did something…graphic…to a special one of mine…" he admitted with a heavy heart.

The others gasped briefly, while sobbing sounds escaped from Bubbles' mouth. Bman would NEVER do that. But given what they're hearing, he wouldn't do that in his RIGHT mind…

"Geno, he's just lying." Assured Ben. "I'm sure that she's fine. He's trying to get in your head." Geno didn't look convinced.

"He a-also said.." he paused again. The topic of his special one was not something he wanted to get into. Ever the bitch, Panty spoke out.

"Well, spit it out." She said. Geno suddenly pointed at Domino, making the dog jump. "YOU!" he announced.

"M-Me?" stuttered the pup. He didn't like the tone of that.

"You are a back-up of Bman's memories should he lose them for whatever reason. You hold a copy of all of his memories up until the time you exited his mind."

Domino was shocked much more then everyone else was. He knew that he had knowledge of Bman before he was the Bman, but who knew that was one of his purposes? It kinda felt cheap in his opinion. Protect his life as a guardian, but make sure you don't forget his favorite food?

"So," started Dexter, glancing down at Domino. "Domino is kinda like a back-up USB for Bman?" he surmised. Only the scientist would come to that conclusion.

"Kinda." Answered the marionette. Domino sulked at his downgraded status while Ben picked him up in his arms.

"Anything else?" he asked. Geno thought for a moment.

"Well, it seems that as he descends into madness, his powers take a turn for the worse with him."

"That explains the bloody spiked tail…" said Blossom.

"And the clunky stars." Added Timmy.

"And the voice." Added Panty.

"And now the watch." Ended Domino.

"What now?" asked Dexter. Geno rubbed his chin in thought.

"After what I've seen, I think the best thing to do…

…is to put him down."

Immediately, Ben, Timmy, Buttercup, and Domino raged at the puppet while a fountain of fresh tears poured from Bubbles' eyes.

"DAFAQ DID YOU SAY?" growled Domino.

"WHAT?" cried Ben.

"ARE YA NUTS?" questioned Timmy.

"WHAT THE HELL?" screamed Buttercup. Geno gave the four a seriously scary glare.

"I am only doing what's best for the worlds! If Bman gets worse, if that's possible, then we need to end him!"

"Don't be unreasonable! That's crazy!" Added Blossom. Geno looked at Dexter for support on his side.

"Dexter, do you want a MONSTER like that out there in the world? What if something happened to Dee Dee?" he questioned. Dexter immediately knew the answer.

"I think Geno's right." He said carefully. "If Bman cannot be contained, then we need to stop him by any means."

Domino couldn't believe what he was hearing. "I can't believe this! The guy risks his life to save BOTH YOUR asses, and this is how you repay him?" He raged.

As the argument went on, Bubbles wandered over to the front of the house to look at Bman. Blossom was currently trying to keep Domino from tearing Geno in pieces like a chew toy, while Timmy was keeping Ben and Dexter's arms from reaching their Ultimatrix and lazer gun. Panty and Stocking just exchanged glances with each other, surprisingly quiet for once. Buttercup was trying to break free of Timmy's spell that kept her from thrashing both the nerd and puppet with her bare hands.

As Bubbles turned that corner, she caught sight of something that might scar her fragile mind for years to come.

She screamed, causing the fighting to come to a crashing halt. Timmy's spell on Buttercup broke off as the group ran over to her. The sight wasn't exactly a good one…not at all.

Currently, Badaxtra laid down in some rubble, his many axe blades shattered and broken. Monster blood and broken teeth lay littered around the ground as well. There were several holes in the monster's body, most likely from Bman's drills.

Currently, the teen had the monster's intestines wrapped around a large rusty drill as if it were spaghetti. In Bman's normal hand, was Badaxtra's still connected, and beating, heart.

Bman continued to eat the intestines sadistically, making the broken monster watch. Bubbles finally fainted from her continued screaming. Timmy, Dexter, and Panty had pale faces. Buttercup fainted. Stocking threw up, and Blossom looked close to as well. Geno turned away in shame. Ben looked at Domino, who was currently staring at the ground as his body shook.

When Bman finished eating, he crushed the heart in his hands, ending Badaxtra's life. Bman chuckled evilly as his drill opened up into a rusty claw! Laughing distortedly, Bman suddenly used a massive B-Mayhem to transport himself away.

Silence hit for several minutes.

And then arguments broke out. After what they had just seen, some reaffirmed their idea to kill Bman in order to save life in the multiverse. Other voices were trying to explain that it's not Bman's fault, and that someone was controlling him, like perhaps R.O.T.O.M.. Others still were panicking over the fainted Bubbles or the fact that they had witnessed what they had thought to have witnessed.

Through the hysteria, Ben said nothing. He was still in shock. It's been twice for him that his best friend had become insane due to a power overload. First Kevin, now Bman. If it weren't for Gwen, he would have killed Kevin before he could have the chance to kill everyone in a pursuit of power.

Looking at Domino, Ben knew that he was Gwen in this situation. He noted the hopeful look that Domino gave him as he glance up at the famous hero. Reaching for his watch, Ben transformed.

"EVERYONE SHUT THE FUCK UP!" He roared. The voice was enough to bring everyone, including Bubbles, to attention on him. Rath scowled.

"LET ME TELL YA SOMETHING ASSORTMENT OF FRIENDS AND BITCH ANGELS! RATH HAS A SOLUTION TO BMAN'S PROBLEM, SO HE SUGGESTS THAT YOU ALL SHUT UP AND LISTEN OR ELSE RATH IS GONNA HAFTA POUND YA!" He yelled.

Silence.

"Rath suggests we listen to Domino." The red dog looked surprised.

"M-Me?" he asked nervously. Rath nodded. The others looked at him expectantly. If there was ever a time to show off his intellect, it would be now…

"I think that we need to try and talk to him. I know the real Bman is still in there somewhere…" he said hesitantly. As his guardian, he had to stay by Bman's side. But it was so hard to now…he had to do his best.

Domino continued. "If we can remind him of the hero he was before this…this whole B-Mayhem SHIT, then everything could go over smoother."

Silence descended over the group. Rath changed back into Ben.

"Any objections?" he asked. No one objected. The rest only stared with mixed feelings. Some unsure, some determined. Ben took that as a sign to go ahead with the plan.

"Good. Next…" he scratched his head curiously. "How do we catch up with him?" he asked. Bman had warped away on his own without them. How were they supposed to confront him in Bellwood?

Timmy coughed, getting everyone's attention. He then raised his wand up.

"Uh, duh!" Ben made an 'oh yeah' face and sweatdropped. "Right…my bad Tim."

"It's cool." He said. He looked around the group. "Everyone ready?" he asked.

Ben and Domino nodded, but the others were quiet for awhile. Ben began to worry. I'd be harder to get through to Bman without everyone there. Well, the angels wouldn't be much help by comparison…

After a while, a determined Blossom spoke up. "Bman didn't give up on us. We won't give up on him." Buttercup and Bubbles gave a nod, showing their support. Stocking glanced over at her sister.

"So what are you thinking?" she asked. Panty paused in thought and then shrugged.

"Eh fuck it. Let's go." She decided. Geno could tell that there was more to it for the angels this time, but there are bigger things to worry about. He sighed.

"Bman saved my life. I owe him that much." He said coolly.

"Maybe…I was a little hasty before. I just want to protect Dee Dee." Explained Dexter. "I will give Bman the benefit of the doubt. We might get through to him together." He said.

Domino felt better that everyone stood by him for Bman. He nodded at Ben, who turned to Timmy.

"We're ready Timmy." Timmy smiled slightly.

"OK! To Bellwood!" He waved his wand and the group disappeared in a poof. Hopefully, they'd be enough to bring the Bman back to normal.


	21. Shadows of the Past

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Bellwood  
Normal POV

In a poof, Ben and the group appeared in the dark alleyways of Bellwood. It looked as if it were night out, but the sky didn't look right. The dark sky didn't look natural. Dexter noticed this and motioned to the others.

"This doesn't look like normal darkness to me." He said.

"What time is it anyway?" asked Panty. Ben looked at his Ultimatrix to check, but then sweatdropped after staring at the face.

"I forgot it doesn't tell time…" he admitted. The others face palmed, with Stocking uttering a 'dumbass' under her breath.

Geno and Domino stepped forward as they looked to the sky.

"I sense something dark in the sky. This isn't natural." Geno observed. Domino sniffed the air. "It's Bman. I'm sure of it." He said.

Stocking pulled out her cell phone and checked the time.

"Shit! It fucking 10 in the morning!" she exclaimed. Timmy gulped. "That can't be good." He muttered. Blossom came to the front of the group.

"C'mon guys! We need to start looking for Bman right away." She reminded.

"She's right. The sooner we find 'em, the sooner we save him." Said Buttercup as she joined her sister up front.

"So let's stop speculating and shit, and start searching!" She commanded. She then turned on her heel and flew up to the skies. Blossom turned to Bubbles, unsure if she should leave Bubbles behind. She was taking it the hardest out of everyone, and was the most innocent. She was worried if she was really prepared for what was to come…

Bubbles caught the look of her sister. "I'll be fine Blossom." She insisted. Blossom's look didn't change until Timmy put a hand on the blue puff's shoulder.

"I'll take care of her Blossom. Don't worry." He promised. Blossom nodded and took off after Buttercup. Bubbles looked at the fairy teen, dumbfounded.

"Timmy…you-"

"Don't worry about it." He interrupted. "I'll there for ya if you need someone." He said. Bubbles blushed slightly and went with Timmy to explore on foot. The angels left on their own a while ago, but Domino didn't care. Geno offered to keep an eye on them while looking for Bman. Ben nodded.

"Just be careful."

"Rodger that."

That left Ben, Dom, and Dex to go on their own. They searched several warehouses up and down the Bellwood pier. After what seemed like forever, the three paused. Domino laid on the ground, tired from all the rushing.

"Dammit all." He complained. "If only Bman didn't distort his scent, otherwise we'd find him already."

"I just hope nothing bad has happened…" said Dexter. Ben said nothing as he just stared out into the sea. Trying to calm his nerves was important to do. He wasn't sure if he would kill Bman if it came to it. He wasn't tough like Kevin, and doesn't kill either. Ben sighed. He wished that none of this had happened…that he never got B-Mayhem, even if it saved their lives from Ultimate Kevin.

Suddenly, there was a moaning coming from down the path. Dexter and Domino gasped. "OH MY GOD…BEN?" they cried. Ben turned to see half of another Ben. This Ben's legs were torn off, wearing a black suit with metal armor on the chest and arms. He left a trail of blood behind him as he crawled, his black eye gazing mistily in front of him.

"No…no, stop…mercy…" he babbled. Dexter looked him over while Dom looked at the real Ben.

"Who is that?"

Ben's face looked worried and angry. "That…is a Ben from another timeline, manipulated by a rogue Ben named Eon. Eon controls time, and he…" Ben paused. Dexter was trying to do what he could to stop the bleeding, but he knew it wouldn't work.

"He almost killed me…"admitted Ben. "He aged my aliens so much that he killed their DNA." Domino was shocked at the revelation, while Dexter stood up. "He's gone…" he started, "But at least we know where to go next." He pointed to where the trail of blood the other Ben began, snaked around a distant warehouse. Hesitant, the trio went over to investigate.

They found several more bodies of other Bens, some with a metal helmet with a purple visor. Their outfit had more metal on their waist and legs as well. Other then the dead bodies, there were Blossom and Buttercup, currently fighting off some living minions, with some difficulty. The minions were fighting with surprising agility and strength, even equipped with red beam swords.

Dexter pulled out a long wrench and Domino crouched down growling.

"Hang on girls!" Cried Dexter. He and Dom ran after the two puffs, but Ben stayed back. He was too busy thinking about Eon. His servants were here, no doubt about it, but where was Eon? Did he find Bman before they did? And what was he doing back in Bellwood? Ben had already destroyed the Hands of Armageddon that allowed Eon to enter this world a long time ago, so how did he get back?

Ben looked at the battle, seeing Dexter clash his wrench with a Servant's red sword, while Buttercup threw Domino at a few more as a projectile, the puppy bouncing back to her like a racket ball. Blossom froze some Servants with her ice breath before sending them flying with a punch. But on the roof, Ben saw a figure in a similar suit to the Servants. It had a purple cape and metal armor on the upper body, with braces on the arms and legs. It had a black helmet on with a purple visor.

It was Eon.

He held out a hand at Blossom, but no one else noticed. The hand glowed purple, which Ben knew was his time ray attack. He got hit with that as some of his aliens last time, and they were turned to dust!

Ben didn't think anymore as he sprinted to the pink puff. His Ultimatrix was activated, as he hastily tried to select the one alien that could survive against that attack. But with over 50 aliens on his playlist, he only hoped he got who he wanted…

"BLOSSOM!" He yelled out. He dived at the confused pink puff, slamming the Ultimatrix down right as Eon fired.

It was a direct hit as the beam made the area explode. The others stopped fighting, shocked at the sudden attack.

"BLOSSOM!" cried Dexter and Buttercup.

"BEN!" cried Domino as he ran closer. Dexter smashed a servant's head with his wrench, knocking it out. Buttercup punched one through a warehouse wall in her rage.

Tense silence followed.

As the smoke cleared, Blossom opened her eyes to see her surrounded by a green temporal field. With her was large automaton with copper skin with black stripes on it. There was a transparent piece of green glass on it's chest, showing green gears inside. It looked like something of Mayan origin, despite being an alien, based on the protrusion on it's head. It was rotating quickly and glowing green. It spoke out with a German accent.

"Clockwork!" he cried. The other three gave a sigh of relief. "Ben…" said Blossom. Clockwork turned to her.

"I'm honestly as surprised as you are. I knew Clockwork could control time, but I didn't know he could defend against it." He chuckled. He looked up angrily at Eon as the temporal field began to weaken, for his protrusion spun slower until it stopped all together, as with the field.

"Now Eon, it's time to meet your end." Eon growled as he fired another purple time ray, but Clockwork countered with his own green time ray. The rays clashed, evenly at first, but Clockwork's overpowered Eon's. Eon was blasted full on, smoke exploding from the impact.

When the smoke cleared, Eon was gone! Well from his position anyway. He reappeared down on the ground with the other heroes, flanked by two of his servants. Now closer, they could see a light purple spot for his nose and eyes from inside his visor.

"Well…Ben, we meet again." He said casually.

"How did you get back here Eon?" Questioned Clockwork. Eon stretched out his arms, looking to the sky.

"The very time-space continuum is falling apart at the seams. It won't be long before the Multiverse will be overrun with my servants." He bragged. Dexter went to check on Blossom while Buttercup and Domino stood with Ben.

"Are you OK?" asked the genius, helping her to her feet. Blossom nodded.

"Yeah. Thanks Dexter." He gave a small smile.

"You're welcome." Blossom felt her face get warm, but she didn't know why.

"Especially with your so called 'hero' helping me." Added Eon. Domino's fur bristled up.

"What did you do to him?" He demanded. Eon chuckled.

"That weapon of a boy is currently in my strongest temporal containment unit. He's quite the rascal, having broke out of my first trap. Killing off my servants like flies…" He trailed off.

"You would use your own servants as fodder like that?" cried Dexter in alarm.

Buttercup sweatdropped. "Well, he's evil. Go figure…"

Eon snapped his fingers, creating temporal rips that summoned an army of his servants behind the heroes. Buttercup yelled and threw up her hands in aggravation.

"Fuck! Not more of these assholes." Dexter and Blossom took a stance, as Clockwork's hands glowed green. Buttercup cracked her knuckles with a scowl on her face.

"Time for a first class ass kicking!" She declared. Right as the group was about to charge in and fight…

Domino screamed.

The scream made the heroes jump and stop in their tracks. Dexter actually tripped and fell on his face. Blossom slipped as well, but she just floated in the air. Buttercup stomped down due to surprise, getting her foot stuck in the concrete. Clockwork's green energy dissipated as he looked at the pup.

"D-Domino?" Domino was shaking with the tail between his legs, a look of fear on his tiny face. His red coat seemed to have paled in color, his eyes misty.

"What's wrong?" asked a worried Blossom. Domino tried to organize this thoughts, but failed miserably. After a pause, he gulped and finally spoke.

"He's here…"

In that moment, a distortedly warped cry broke through the air. At that moment, the sky seemed to warp with it, and sent a chill up the spines of the group.

Then in a flash of blue light, there was a massive explosion within the army of servants, scattering their bodies like confetti. Almost impossible to see, the blur went from minion to minion, killing them gradually.

Eon scowled and took a step back. "H-He broke out again?" He said, actually worried. He thought he had him under control before. Perhaps he should have looked farther into the timeline to see how it would play out before interfering…

"I should take my leave." He announced to his two servants guarding him. He only ran a couple of feet before a giant fireball blasted the trio.

They were only blown back from the blow, their armor taking most of the damage. Eon put up a temporal shield at the last second. As the smoke cleared, a four legged creature rushed in and charged at one of the guards with his horns. A pinkish energy ball exploded on the other servant, taking him down next.

The smoke from the fireball still obscured his vision, so he was clueless as to what this was. Was it him?

His answer soon came when a small tornado blew him off his feet and cleared the smoke away. His shield gave out, some kind of energy draining its power. He landed hard on his back and looked up at the attackers.

Gwen used her Mana powers to constrict Eon, lifting him off the air as she and Spyro glared him down. "Where. Is. BMAN?" she demanded, her voice slightly warped herself. It was her heritage as ¼ of an Anodite showing through.

Eon took a second of pause, then laughed. He jerked his head behind him. "See for yourself."

Back with the others, Ben and the others watched in disbelief as the flaming blur tore through the ranks of Eon's servants. Domino was still shaking slightly, but his color had returned. Dexter shook his head in confusion.

"How is that Bman?" he questioned.

"I don't care how, but at least he's fighting the bad guys." Pointed out Blossom. Buttercup smirked slightly.

"Yeah, the idiot probably just learned a new power or something and got over the Mayhem thing…" Suggested Buttercup, but she didn't sound all that convinced.

Ben gazed down at Domino, knowing that he smelt something dark within the hero. As the flaming teen finally finished off of the servants, the blue flame suddenly disappeared.

And the pained cry and sound of Eon slamming against a wall was heard. The group turned in surprise to see Eon struggling to stand as Bman glared at him in evil insanity.

They couldn't believe how much Bman has changed in his mayhem. Domino felt sick to see his master like this. Blossom felt tears in her eyes, as did Buttercup. Dexter shut his eyes and turned away. Ben just stared at the monster he had become…

Bman was currently on all fours like an animal, his bloody mangy raccoon tail wagging in anticipation. There were still the three rusty drills sticking out of his tail, but now the tail and drills glowed an electric red. They were storing Bman's Lightning Surge inside, with some sparks of electricity letting loose with the specks of blood.

From Bman's waist down was some of his Knight's Armor, but it was more evil-looking. It had Bman's sleeve designs on the legs, glowing blue instead of pink to represent his Sonic Rave. It still looked like the normal Forever Knight armor, but was slightly darker then normal.

Bman's arms looked like gauntlets from his armor, but coupled with claws styled after his drill. Like the drills on his tail, the metal was rusted and tarnished, jagged pieces making them more dangerous. Like his legs, they were dedicated with more designs glowing pink.

Bman's chest was glowing pink with the shirt designs, but was mostly unchanged from when they last saw him. Except for the various gears and springs sticking out of his chest and back. The gears themselves were black and spiky, also designed with the glowing pink designs.

His skin though was like a corpse, pale and cold to the touch. His breath was visible as he breathed, much like Big Chill. His eyes were still a glaring red and leaking clunky, faded stars. His grin was disproportionately large, almost reaching ear to ear if he really smiled. And finally, his eyebrows and hair were enveloped in searing blue flames. There was splotches of blood on various parts of him.

After the shock of the Bman ended, they took note of a damaged Spyro lying off to the side, apparently thrown just like Eon. But where was Gwen? Ben was worried for his cousin…

But before he could think anymore on it, Eon got to his feet laughing, part of his helmet cracked.

"Hahahahahahaha! You're stronger then I thought!" He complimented. "But not my problem. I know enough of this timeline to tell where this is going." He activated his time traveling powers, but right before he warped away, he turned to Ben and the others.

"So is the dawn…of Bmaniac Arcania."


	22. A Present Problem

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Bellwood  
Normal POV

And with that Eon vanished, right before Bman could stick a claw through his chest. But he did fire a stream of blue fire into the temporal distortion, Eon's pained scream escaping before it closed. Bman, now Bmaniac, then focused his attention to the group. He chuckled crazily at them. By now, Spyro had come to and approached the others.

"Guys! Bman's lost it! We NEED to stop him!" He said. Dexter raised a hand, stopping the dragon from going into detail.

"Geno already told us." He briefed. Spyro nodded in understanding before he started to charge a fireball in his mouth. Buttercup saw this and clamped his mouth shut before he could fire it off, causing the dragon to swallow the flame, smoke coming out of his nose. He looked upset at the green puff, but she beat him to the punch.

"We're going to talk to him first lizard lips." She told him. He grumbled as Blossom and Ben took some steps forward, but Domino remained still. He didn't feel comfortable with this…maniac of a person.

"Bman? It's Blossom. Can you hear me?" She said cautiously. Bman's look didn't waver, so she continued.

"Ben's here too. Buttercup, Dexter. Even Domino." At the mention of his guardian's name, his insane look seemed to soften.

"D-Dom…ino?" He drawled. Blossom's face lit up while Ben's did as well.

"Yeah Bman! Domino! We're all here for you man. You just gotta calm down. Follow our voices…" He instructed. Dexter looked skeptical, while Spyro launched a giant fireball in the air, which soon exploded.

"I imagine the others are here too, right?" He asked. Buttercup nodded in confirmation. In a second or two, Timmy poofed in with the rest of the group. Immediately, Blossom flew over to them as Ben started talking down Bman some more.

"We found Bman and we're talking him back to normal!" She said excitedly. However, they looked doubtful.

"I'll be the judge of that." Said Geno. Not to be rude to the puff, but to be sure. He turned to Timmy.

"Keep these two away from him." He commanded, jabbing a thumb at Panty and Stocking. The angels huffed as Timmy nodded.

"You got it."

Geno walked forward and studied Bmaniac carefully while Ben was reminding Bman of all his good deeds and fun times they had together. Bmaniac's voice was becoming less distorted and even more sane.

"S-Smo…othies?"

"Yes! Smoothies! We drank some and then I shot it out of my nose. Wasn't it funny?"

Silence.

"I-It…was. Ben, that…GAH!" Bmaniac suddenly screamed and clutched his head in pain, distortions rippling off of him. The other gasped but held back.

"This is it!" cried Dexter.

"The final transformation!" added Geno. Blossom looked at the hero in hope. "Please…" she whispered. Little did she know that the angels whispered the same thing.

With a final distortion enveloping Bmaniac, it soon faded…

… leaving Bman Allstaria in its place.

Bman groaned in pain as he struggled to stand on his own two feet. He almost fell, but Ben helped him stand. The hero's green eyes stared at Bman's shut ones, until he finally opened them, greeting his brown eyes.

"B-Ben?" he said tiredly. "W-Where are we? What happened?" Ben shook his head.

"Don't worry about it. Nothing happened…" He lied. There were stuff that happened, that they'll have to explain later, but it seemed that Bman had no memory of it. Which made Ben feel more at ease.

Bman looked weary and confused. "Well…OK. But did we beat Corset?" That actually surprised Ben. Did he only remember up until the middle of Daten City?

Bman looked behind him, seeing everyone else looking shocked. Some had a tear or two in their eyes. His face changed to mirror his concern.

"Guys…what's wrong?" he asked. He got no answer, except for the puffs, Timmy, Domino, and even Spyro tackling him in a group hug with Ben. Each spoke nothing but praise over the hero's recovery.

"BMAN!" Bubbles cried.

"WE'RE SO HAPPY YOU'RE ALRIGHT!" cried Blossom.

"DON'T YOU EVER DO THAT AGAIN ASSHOLE!" yelled a teary Buttercup.

"YOU HAVE ANY IDEA WHAT I'VE BEEN THROUGH?" sobbed Domino.

"I'm glad you're OK." Said Spyro. Bman was speechless. Just what went on that they missed him so much? Did he do something bad? The angels and remaining two boys walked closer.

"I'm happy to see your recovery Bman." Dexter said with some difficulty, trying to stop himself from hugging the hero like the others. "I always knew that there was a 13% of that happening."

Panty smacked him upside the head. "Fuck the math, Geek Boy." She chided. She gave the Bman a wink. "You owe us for putting us through so much shit!" She announced. Stocking nodded. "A twelve layer cake is just the start Game Boy."

Geno sighed while the group hug dispersed, Domino happily on top of his master's head. "I suppose you don't remember anything?" He asked. Bman quirked his head to the side in thought.

"Hmm…last thing I remember was going after those Daemon Sisters after Corset kicked me down." Bman sighed and slumped slightly. He put up a weak smile. "Heheh…must have took more out of me then I thought…"

Domino sweatdropped. "Yeah, you're powers are really weak right now."

Bman looked worried. "Really? Raging Flame." He breathed out softly, but only an ember came out. Bman looked at his hands.

"Lightning Surge." Bman only saw a small spark. Bman raised his arms up.

"Gravi-" Bman could finish as he almost collapsed from exhaustion. Ben and Blossom caught him and helped him up.

"Don't overwork yourself." She told the teen. Bman thanked them and looked around.

"How'd we get to Bellwood? And how did we find everyone so fast?" he asked. It wasn't like him to just forget things. He took a few steps forward to scout out the area better, Ben right behind him.

"We'll explain everything later." Spoke Spyro. The dragon gave a sigh of relief. "Just glad that's over with…"

"Fuck yeah." Agreed Panty. "I'll need a good fuck when we get back. I may have 1000 lays, but I'm going to start for something higher. Like 5000!" She announced, swooning at her new goal.

Stocking gave her a belittling glance. "Is there anything hard you refuse to jump on?" She gave a little wink to the Bman, making him blush. "I'll stick with sugar!"

Panty gave her a sideways glance. "Don't you ever crave protein?" Geno face palmed. "Please…shut them up…"

Buttercup chucked at the puppet's misfortune. "So Bubbles, you're pretty quiet. You happy we're done here too?"

Bubbles took a moment to respond, voice shaking slightly.

"If we're done here…" she started.

"Then why is the sky the same?" finished Dexter, looking at the sky. The others looked up to see that nothing had changed.

"Huh? That's strange…" Said Bman. "What a weird storm." He concluded.

The others looked from the sky to Bman. Domino was still on top of him, but he didn't smell anything dark. And Geno didn't sense anything either…

"Bman?" Ben said cautiously. "Are you OK?"

"I'm completely fine…" He replied without turning around.

Bman turned…

And punched Ben Tennyson right in the jaw.

Ben was sent flying back into the group with the others, skidding on the ground. It happened so fast that it was like it happened in the blink of an eye.

Bman glared at them with glowing red eyes, and everyone just gaped in shock and horror. Even Domino was speechless.

"PSYCHE!"


	23. Grim Grinning Ghost

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Bellwood  
Normal POV

Bman roared in a distorted, insane, and evil tone. Immediately after, his hair erupted in blue flame, burning Domino. The puppy howled in pain as he rocketed off of his head and over to the group, smoking. He crashed on the pavement, running around with his tail on fire.

"HOTHOTHOTHOTHOTHOTHOTHOT!" He cried. Bman was transforming into Bmaniac Arcania, while Blossom blew out the burning dog with her ice breath.

"I should have known!" Cursed Dexter.

"He must have warped his energy signature so me and Domino wouldn't sense it!" Geno realized. Buttercup looked down at the ground with mixed emotions.

"So we have to fight him anyway?" Asked Timmy. Buttercup's hands started shaking.

"I don't think I could pull it off…" Admitted Bubbles.

Buttercup's fists clenched.

"Alright, that does it…" She said, alerting the others. "C'mon you guys, get up and fight!" She then took a hard fighting stance, one arm low and one arm close to her upper body. She had some tears down her face, but her expression was hard. She knew what had to be done.

Spyro took a similar stance, wings spread and head low.

"To defend all…" he reminded himself. "I made that promise. Sorry Bman…"

Bmaniac Arcania was fully formed, waiting on all fours when several black wisps with red outlines appeared near his body. Stocking gasped.

"H-He…became a Ghost?" She said incredulously. Bman had become so corrupted by the mayhem that he turned into an evil spirit? She couldn't believe it…could the kind hero actually be…gone? The sound of a gun cocking snapped her from her thoughts.

"Well, I guess this means we can hurt him right Stocking?" Reminded Panty. Heaven-sent weapons like Back Lace and Stripes only hurt Ghosts and demons, with no damage done to normal humans. Bman wasn't exactly normal with fire breath and chronokinesis, but the Ghost wisps resolved the confliction.

Stocking could see the look on her sister's face. It showed mixed feelings as far as she could tell. It wasn't as intense as her usually face when fighting. Could she have felt the same way she did?

"R-Right." She answered, drawing one of her own Stripes. Timmy's wand drawn and ready, as was Dexter's wrench. Geno and Bubbles took defensive stances like Buttercup.

"B-But he killed all those guards and monsters…could we really beat him?" Asked Bubbles.

Ben stood up.

No one made a sound as the alien superstar wiped the blood from his mouth, glaring at Bmaniac.

"It's come to this…" he said in a low voice. Bmaniac said nothing. Ben's glare was surprisingly cold for his nature. He then reached for his Ultimatrix, but at that same moment, Bmaniac sprung forward. Before Ben could even begin to select an alien, and before Bmaniac could rip the hero's jugular out, he disappeared in a poof.

Bmaniac only grabbed air, as everyone was gone.

Well, not exactly gone. The tops of the warehouses were lined in Timmys, each armed and ready with their bows, arrows pointed at the maniac. Among the Timmys was Panty, Back Lace drawn and pointed at the teen turned Ghost .

In front of Bmaniac was a herd of humanoid rhinos, with Stocking leading the group. She had both of her Stripes drawn, a stern look at Bmaniac.

Bmaniac flicked his tail behind him, sparking dangerously. The Anarchy Sisters raised their weapons and pointed them at the corrupted hero.

"REPENT MOTHERFUCKER!" They hollered. The rhinos behind the Goth charged forward with their 'Horns of Protection'. One of the archer's arrow tip lit up in pink fire before launching.

As the arrows flew down to him, Bmaniac began to move. He spun his tail around to propel him into the herd of rhinos, slashing them with his rusted claws. He was moving so fast that he even sliced the incoming arrows.

Soon, the rhinos dog piled on top of him. But that didn't stop Bmaniac. The pile soon exploded in blue fire as the rhinos were burnt to death. Bmaniac then raised his claws above his head, pulling a good chunk of the Timmy archers towards him. Panty grabbed onto the warehouse to prevent her from being sucked in as well.

After the Timmys came together like a ball, Bmaniac pulled the very shadows of the Timmys towards him next. He used the shadows to cover the Timmys, and then slowly made the ball smaller and smaller. The Timmys were crying out in pain as the sphere crushed them slowly. With one final squeeze, blood oozed from several invisible holes on the dark sphere until it shrunk into nothingness.

Bmaniac didn't have a second until Stocking's blades clashed against his metal claws. She made several swipes at the fallen hero, but he blocked her attacks. Panty and the remaining Timmys were antsy, looking for a safe way to shoot Bmaniac and not hurt Stocking.

Behind the two brawlers, more rhinos were poofing up to replace those lost. One of the Timmys smiled.

"Alright Hank!" He cheered. The rhinos saluted together.

"The Horn of Protection never sleeps!" They chanted. Panty sweatdropped.

"Where the fuck did you find that piece of ass?" She asked.

"I wished him up as a Security Rhino back when I was 10." Explained a Timmy.

"I didn't use him much though, so he just stood around in my closet." Said another Timmy. Panty gave a small smirk.

"I always knew you were the type to have a buff man slave in your closet." She admitted. The Timmys grimaced and didn't respond. Grunts and roars from the attacking duo filled the still air.

"…So how big is he?" asked the lustful angel.

"I fuckin hate you…" Several Timmys replied, earning a chuckle from the bitch.

Back on the ground, Bmaniac continued to parry against Stocking's swords, but also sent some flames at the multiplying Hanks. Since all the Timmys on the roofs had bows, they couldn't have been poofing up the Hanks. Bmaniac looked through the rhinos horde, scanning for a wand wielding Timmy.

Stocking took advantage of his lack of focus and made a direct hit on his chest with her blades. Bmaniac grunted in pain as he felt the blades cut into his skin, she kept slashing at blindingly fast speeds. All while Bmaniac searched for the source. And amongst the sea of grey and yellow, there was a small speck of pink…

Timmy was nervously poofing up more Hank and Timmy clones to keep Bmaniac overwhelmed and to give the angels cover.

Well, he THOUGHT Bmaniac would be overwhelmed. The guy was tearing through the ranks like tissue paper. But just as long that he was safe in the back, Bman…iac wouldn't find him.

But he was wrong.

Timmy suddenly found himself trapped in some strange netting. Turning around, he saw Bmaniac in the process of smashing his skull in with the warhammer. Time seemed to move in slow motion as Timmy tried to save himself with magic…

Only for his wand not to work. And then it hit him…he was trapped in a giant butterfly net.

And also the warhammer cracked into his skull like a pickaxe on a rock. Timmy flew into an adjacent warehouse wall, breaking it and covering himself in rubble.

At that moment, all of the Timmy clones screamed in pain, faces pale. All at once, they disappeared in a poof of fairy dust. Panty jumped over the sudden 'deaths' of the Timmys. Stocking stopped attacking Bmaniac when all the remaining Hanks gasped and looked back.

"TIMMY!" They cried in worry. Stocking looked back too, and saw a second Bmaniac holding a bloody warhammer in his hand. It was here that the Bmaniac she was fighting formed his hands into drills, only to fire them off like rockets. They tunneled through the Hank's stomachs until they were in a more congested area of rhinos.

At which they exploded, sending rhino parts and blood scattered in the wind.

Stocking turned back to the Bmaniac she was fighting, astonished at how he got past her and got to the real Timmy. She gasped when she saw the Bmaniac she was fighting dissolve into a shadow.

The real Bmaniac roared in triumph, having vanquished the spawner of those clones. But just as he did, Panty stomped on him hard from her place on the rooftops. Standing over him, she stuck Back Lace next to Bmaniac's head, yelling right when Stocking came to back her up.

"REPENT MOTHERFUCKER!"

She pulled the trigger.

As if it was in slow motion, Bmaniac's body exploded. "GAME OVER!" He roared distortedly.

After the explosion, the angels were presented with a heap of 69 Heaven Coins. They stood there silently, processing what they just did.

"Well…" started Stocking, sounding somewhat unsatisfied. "I guess that's it." Panty nodded, scooping up some Heaven Coins in her hand.

"What a jackpot he was! Only it'd feel worth it if the douche put up more of a fight." She surmised. Stocking nodded in agreement. To think that he went down that easy…

But just as she was going to reach for her cell phone and contact the others, or at least Garterbelt to get them the fuck home, the coins started to pile back into one. The girls seemed to see Bmaniac's explosion in reverse.

"OVER GAME!" They heard.

Before their eyes, Bmaniac Arcania was alive! Shocked at the sudden turn of events, Panty did nothing as Bmaniac punched her straight up into the air.

"PANTY!" Called Stocking, but Bmaniac turned on her next. The monster pounced on her with his claws, but she reacted fast enough to counter with her Stripes. He pushed her back, but she thrust out her weapons, pushing him back. She grinned.

"How's that ya fucker?" She asked. But after a second, her Stripes' blades shattered, leaving her flabbergasted. Bmaniac the came at her with his warhammer, smashing into her several times. She withstood the blows better then Timmy, but she took too much damage.

In the midst of swinging the hammer, he flipped the side from the blunt side to the sharp side. He swung that side so it would hook her dress, and swung HER around in the air!

After a few revolutions, he slammed the dizzy angel hard into the side of another warehouse. Stocking fell unconscious under the piled rubble, only her legs sticking out comically. Her broken Stripes reverted into torn stockings.

Bmaniac's ears twitched as he heard a string of curses come from above him, signifying that Panty was falling back down. He slowly stalked up to the fallen angel, probing her like a raccoon searches for food. He the made his way over to her legs, removing rocks to get to the rest of her. Once he had unearthed her ass, the Bmaniac sunk his mouth right into it.

With a rip, he tore off her panties and swallowed them whole. Without them, Panty can't upgrade Back Lace. Remembering the other bitch, Bmaniac roared, summoning a large red lightning bolt from the sky onto the angel. She came careening down, smashing into the earth like a meteor. Bmaniac grinned evilly as dust covered the area.

Suddenly, a bruised Panty thrusted out Back Lace in the fallen hero's face.

"REPE-" She was cut off when Bmaniac chomped down onto the gun barrel, breaking it in half.

He swallowed as if it were food, leaving Panty stunned. She couldn't escape when Bmaniac grabbed her with his claws, crushing her as he lifted her up. She let out a small gasp, before Bmaniac took in a deep breath and exhaled a freezing mist from his mouth. It froze Panty over, encasing her in solid ice. He pushed the ice sculpture away from him, but before he could smash it…

He was punched in the head with the force of a freight train.


	24. Another One Bites the Dust

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Bellwood  
Normal POV

Bmaniac staggered at the surprise blow, only to get hit by another.

And another.

And another still.

The fallen hero was being bombarded with these blows, coming in faster and faster. He could barely stand up straight, let alone fight back. Just what was hitting him?

And then it hit him. Again.

And then he saw it: a streak of green. Bmaniac only smiled insanely as he roared, grabbing the air in front of him just as a pink streak flew by with another attack.

He grabbed onto something long and orange, stopping Blossom mid-flight as she screamed in pain. She stopped so fast because if she kept going, she'd rip her hair out.

Taking advantage of the puff, Bmaniac swung her around, smacking Buttercup and Bubbles out of the air mid-flight. Just as the two began to stand, Bmaniac threw Blossom into them, knocking them all down.

The three Powerpuffs stood back up as Bmaniac charged right at them. He suddenly burst into blue flames, showing his corrupted version of Burning Hero. The puffs only smirked as they flew away to dodge him, Blossom coating him with her ice breath as she passed, creating steam. It extinguished Bmaniac's fiery aura, but he kept on charging…

Right into a giant cannon's gun barrel. The blue wooden cannon fired a shot so hot that it looked like a small sun, blasting the maniac backwards. After the shot, the cannon quickly transformed back into Geno.

"GENO WHIRL!" He cried as he shot an energy disk at the fallen hero. Upon contact, it exploded, making the maniac roar out in pain. Buttercup gave a thumbs up at the puppet.

"Nice shot, Geno!" She complimented. The doll nodded.

"Thank, but we're not done yet…" He reminded. The four looked back at the distant threat, snarling at them. He charged at the four right when the G-major music began to play, signifying B-Mayhem!

The four stood their ground, guards up, when Bmaniac suddenly vanished into a distortion. They looked around urgently for the maniac, and they did find him…

Right when he appeared to Gravity Bomb them. The four groaned in pain as the gravity forced them down, right before Bmaniac swung his tail at the four of them. They flew out in separate directions: Geno backwards, Buttercup forward, Blossom to the left, and Bubbles to the right.

As the heroes went flying, Bmaniac spawned 3 Shadow Bros to pursue the Puffs. The original began to prowl after the mannequin. Geno sprung off of his hand and flipped back onto his feet, ready to face the fallen hero.

"Geno Blast!"

As the pillars of light fell, Bmaniac swiftly maneuvered through them. Geno shot a flurry of Finger Shots before launching a Double Punch at him.

Bmaniac took the bullets directly, barely even flinching. But when Geno's fists flew at him, he caught them head on.

His grip was tough enough to keep Geno's hands from returning to him. He grunted as he tried to call them back, while the monster just grinned widely.

He began to squeeze his hands with his metal claws, making the puppet cringe in pain. He could feel the cracks in his wooden knuckles.

While he still had knuckles…

With a final crush, Bmaniac had broken Geno's arms. Geno's pained cry could be heard by the others throughout the area, and even by those in town. Geno ran away as fast as he could away from the former hero. If he could find Dexter, then maybe he could make him some robotic replacements…

But he never got very far until Bmaniac launched a couple of gears at his legs, severing them. Geno could only lie in defeat as Bmaniac Arcania closed in…

Blossom and Bmaniac battled at close range, with both sides taking major damage. But while Blossom was almost at her end, Bmaniac fought through the pain. She used her ice breath against him, but he seemed unaffected. He then smacked her away with his tail, knocking her into a wall. He could barely stand, but before Bmaniac could do something else, the two heard a rumbling.

Out of a random warehouse came a futuristic-looking make-shift tank, Dexter in the exposed driver's seat.

"Firing particle disruptor!" He announced before shooting a red beam at Arcania. It blasted him away from Blossom, making her look up at the genius with a shine in her eyes.

"Dexter!" she cried out as she finally stood up.

"Are you alright?" He asked. Blossom could only look at him with worry.

"I'm fine, but…are you?" She saw that Dexter's glasses were cracked, and his lab coat was bloodied and torn. Dexter began mashing buttons for another shot.

"I won't stop until Bmaniac is dead." He announced, preparing another shot.

But Bmaniac suddenly shot up into the air, claws glowing in that clunky star aura.

"GRAND FINALE!" He roared, aiming at the tank. Dexter quickly threw the machine in reverse, distancing himself from the injured Powerpuff.

And then it exploded in a fiery mess. Blossom could only watch in the horror that was Bman…she meant Bmaniac, killing off one of his friends. She was scared of what he had undoubtedly become.

But she couldn't think anymore after Bmaniac roundhouse kicked her right in the head. She laid on the ground, beaten and sore, with eyes rolled in the back of her head as Bmaniac placed an armored foot over her head, crushing her slowly.

Suddenly, Bmaniac was smashed on the skull with a think metal wrench, sending him onto the ground too. Dexter had emerged from the fire without the maniac noticing, hair completely burned off and several burns on the rest of him. He then struck Arcania in the skull again.

And again.

And again.

He continued to beat the fallen hero until he stopped breathing, yelling all the while.

"DIE! DIE! DIE! DIE!" He hollered. After the deed was done, Dexter dropped his bloodied wrench, slightly shocked at himself. Who knew he had it in him? Because he sure didn't know…

He turned to Blossom and held her against him. She was fading in and out from what was happening, so he shook her.

"Blossom, stay with me. He's gone now. He won't be hurting you any mo-AAHH!"

He screamed as he felt his back being stabbed by several drills, digging into his flesh. He passed out from the pain as another Bmaniac cackled at his pain, the Bmaniac Dexter killed dissolving into shadow.


	25. Way Big vs BMega!

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Bellwood  
Normal POV

Bubbles flew as fast as she could away from Bmaniac Arcania. If it was lazers, fireballs, or tornadoes; he seemed to take everything and just keep on trucking at her. It was as if his mind just kept forcing the body to go despite the wear and tear.

Looking back, she saw that he was no longer behind her, which gave her the moment to catch her breath. She ducked behind a dumpster, just in case.

After a minute, she creeped out began to search for someone else. Anyone else at this point, even if it was Panty and Stocking. She hoped for her sisters or Timmy most of all. She could really use a friend right now, to tell her that things will get better. She could just stare at the teen's blue eyes and smiling face…

She pushed the thoughts out of her head. She had to stay alert. Coming into an open area within all the warehouses, Bubbles saw a leg sticking out of a crater in the ground, with another crater close by. Worried, she went over to see if whoever was inside it was alright.

Which they weren't.

Bubbles' eyes became brimmed with tears as she looked at Bmaniac's victim.

"B-B-Buttercup…"

The green Puff laid sprawled out, battered senseless. Her face looked as if it were beaten repeatedly with Bmaniac's warhammer: mutilated. Checking her pulse, Bubbles breathed a sigh of relief when she found her sister's. Looking over to the other crater, she saw a beaten Spyro.

His horns were missing, and his wings were broken. All over him were tiny drills, leaking out blood. Like her sister, he too had a pulse.

Bubbles wept silently to herself.

"Bman…why?" She asked no one in particular.

"Bman no here right now…" Came the chilling voice of Bmaniac down her neck. Bubbles burst off down a nearby corridor, but immediately had to stop and take a breath. She's been wasting too much energy against all the Bmaniacs to keep at full strength. Bmaniac came over after her, licking his lips in anticipation. Bubbles ran away for about a second until she came to a dead end. She didn't have enough power to fly away this time…

She turned to Bmaniac, and in a panic, unleashed a Sonic Scream. Bmaniac held his ears in pain, until he let out a small yelp. That triggered his Pause move, freezing Bubbles in time. He then prowled over to her, and using his claws cut off her hair. Moving his claws like scissors gave her a horrible hairdo. Just to torture her.

When he finished, he went back to where he stood and yelped again, redoing the move.

Bubbles stalled, preoccupied with her lack of hair. She muttered under her breath, crying and confused. Bmaniac took advantage of her misery and struck her with a powerful stream of red lightning. She squealed in pain, but the maniac only continued. It was becoming to much for her to bear…

But Bmaniac stopped after he was struck in the back by several sharp crystals, exploding on contact. Bubbles fell limply on the ground, spazzing slightly from the shocks with her mouth foaming up. Bmaniac growled and turned around, seeing Domino on the shoulder of a large alien that looked like Chromastone but was more buff and had green crystals instead of purple. He did still have Chromastone's purple rock body.

"That's enough Bman." Said the alien, undoubtedly Ben.

"We don't want to do this! PLEASE COME BACK TO US!" Cried Domino, struggling to keep himself from running up to the maniac and hugging him until he came back to his senses.

Bmaniac only roared in response. That roar made the alien groan in pain, before transforming back into Ben. Ben looked nervous, being exposed so easily.

"So much for Diamondhead…" He lamented. Bmaniac quickly came forward with a punch, but before it hit the teen hero, he felt something knock him away.

And then the fist connected.

Before Ben knew it, Domino flew past him like a bullet, crashing into several crates lying around. Ben panicked and ran after the little Guardian.

"DOMINO!" He yelled. He ran over and began to search through the wood for Domino. He quickly found him, but he looked bad: he had several pieces of wood jabbed into his little body. He looked up to Ben weakly.

"I-I may have f-failed as a G-G-Guardian once…" He coughed up some blood from the damage he took. "B-But I w-won't f-f-fail t-twice…"

Domino breathing began to slow down, Ben breaking up in tears over his noble sacrifice.

Ben stood up and turned, noting Bmaniac Arcania staring at him.

Silence hung in the air so thick you could need a chainsaw to cleave it. Ben wondered why Bmaniac wasn't attacking him right then and there…

And then it hit him.

He was waiting for Ben.

It was like a cat playing with the mouse; gone was the normal mindless attitude of picking off everyone as quickly as possible.

Bmaniac wanted a challenge worthy of the last man standing.

Dialing up his Ultimatrix, Ben transformed into one of his most powerful aliens. He was about 100 ft tall and had a mostly white body. His arms, feet, and parts of his shoulders, chest, and face were red in color. He also had a large red fin on his head, two red spikes on his arms, and black on his neck and wrists.

"WAY BIG!" He bellowed. Bmaniac gave an insane grin in response, charging up his own power.

"B-MEGA!" He roared, growing to Way Big's height. Neither of them cared that there were tiny warehouses below them.

This might just be the fight to end all fights.

Way Big didn't hesitate as he ran up to Bmaniac with his super speed and elbow him in the face. He didn't let up as he ran behind him, grabbed him by his tail and spun him around like Bowser in Super Mario 64. He then sent him flying towards the water, and before he touched down, Way Big crosses his arms like a plus sign, firing a blue cosmic ray at the maniac.

He created a large splash when he finally fell, while Way Big ran over to him for another blow. But Bmaniac caught the incoming arm and used the momentum to slam Way Big onto the ground. He almost slammed him with his tail, but Way Big rolled out of the way just in time. He got to his face and ax-handled Arcania before kicking him in the stomach. Bmaniac retaliated by charging up more star energy. Way Big saw this and decided to charge up his cosmic ray.

"GRAND FINALE!" Roared the maniac.

"COSMIC RAY!" Announced Way Big. The two beams collided with each other, no one stronger then the other. Both titans struggled to overpower the other. Eventually, the beams created an explosion, ending the stalemate.

Bmaniac growled in anger, and then suddenly smiled wide. Way Big noted that look, anticipating the time-space distortions of B-Mayhem!

But he was ready.

Way Big drew his arms in close, charging his own power.

"B-MAYHEM!" Roared Bmaniac. But Way Big fought right back.

"COSMIC STORM!" Way Big released his pent up cosmic energy, creating a multicolored cloud of energy storming, and pushing against Bmaniac's distortions.

And while Way Big was taking damage from the attack, Bmaniac seemed to be heavily effected by the Cosmic Storm. Soon, it was Bmaniac who had to clutch himself, crying out in pain.

"You can't beat me Bman…" Said Way Big. He may fight the monster, but he won't acknowledge him as someone else. "Way Big is my strongest alien. There's nothing you could do now."

Bmaniac only roared in answer. Way Big sighed.

"Might as well wrap this up…" He raised up his arms to the sky, increasing the ferocity of his Cosmic Storm, damaging Bmaniac more and more. It was only a matter of time until the monster was put down. For the good of the worlds…

And then Way Big screamed.

He felt the pain of 1000 suns suddenly course through his horn to the rest of his body. His Cosmic Storm dissipated, and his body was left paralyzed. Bmaniac picked himself up, smirking darkly.

"B-But…h-how did y-"

Way Big suddenly saw something small out of the corner of his eye. It had a blue light, and was followed by another.

And another.

They were Shadow Bros of Bmaniac! He was so focused on fighting the giant one that he couldn't feel them climb up him like a bunch of ants.

Bmaniac grinned insanely as the tiny Shadow Bros dissolved. One of his claws turned into a drill, spinning quickly and enveloped in fire and electricity. He slowly went over to Way Big, enjoying the alien in his vulnerable state. By now the drill was covered in a distortion, and Bmaniac slandered up to Way Big's ear.

"Hero time…is over…" He said before sending the drill right into Way Big's stomach. He screamed in pain at the fire's heat, lightning's shock, and the distortion's…feeling of pure pain.

With a final push, Way Big flew backwards, crashing back on land and destroying several warehouses with his girth. He then transformed back into Ben, a bloody hole in his stomach, torn, and beaten.

"Game…set…" muttered Bmaniac before shrinking back to normal size. He prowled past the beaten Ben and tore open another Portal with B-Mayhem, the sky reacting to his action.

With one last look behind him, Bmaniac entered the Portal departing to his island.

Ben just laid there, his breathing getting shallower and his bleeding picking up. He couldn't believe that he had lost.

He had failed everyone.

He failed Domino.

He failed Bman, if he was still in there.

He was just about to close his eyes, only for a second. He was so tired. He could manage that. Just…one…second…

Suddenly a poof of purple smoke enveloped him, vanishing as quickly as it came. Ben leaned up and coughed, waving the smoke away until he looked at himself in astonishment.

"I'm…alright?"

Indeed, there wasn't a scratch on him. No hole, no blood, no nothing!

Ben got to his feet, amazed at his lack of damage.

"How is this possible?" He asked himself. He's thankful of course, but just curious to his random recovery.

"It was me."

Ben turned around, seeing Timmy Turner. Ben ran over to him.

"Thanks Timmy. I thought I was a goner."

"Be grateful you weren't." He said. "I was conscious enough to use magic and heal everyone's damage. But magic can't revive the dead."

"Well, thanks again." Said Ben. He looked past the boy in pink and stared at the Portal Bmaniac left. Behind them, the others came out and regrouped, each with somber expressions on their faces.

Silence.

Dexter spoke up. "We need to put him down Ben." He asserted gently.

"There's nothing more we could do for him." Added Geno.

"And I say we do it before he does it to us." Muttered Buttercup, switching sides on the issue.

Ben was about to answer until he looked down, seeing Domino give him a sad, pleading face. He sighed inwardly.

"No. I'm giving him one more chance…" Domino smiled a drew a breath of relief.

"BUT!" Domino flinched at Ben's sudden outburst.

"If it doesn't work, hold nothing back. Understand?" Everyone gave a murmur of agreement before making a beeline for the Portal. All of them finally OK with the prospect of downright killing him.

The real one this time. But ONLY if…

They can't reach into his heart and pull out the boy that would give him life for them if need be.

Because deep inside, they know he's there…somewhere…within all that mayhem…


	26. The Island Encounter No One Will Forget

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Hero Island  
Normal POV

Stepping out of the Portal, Ben and the group came out on the castle's roof, utterly shocked at what had happened to the place.

The castle itself was heavily damaged, parts of it broken off. Along the ground were several metal pieces, cracked, smashed, and totaled beyond recognition. Not to mention splotches of blood…

But there was one working piece off to the side: R.O.T.O.M.'s head, still functioning except for a crack in one of his lenses and his back screen missing.

"What the f-"

A pained roar broke away Dexter from finishing his thought, revealing Bmaniac being thrown back onto the roof to their right. They were surprised to see him so damaged and exhausted. Ben didn't recall him looking so bad from his fight as Way Big.

"BMAN!" Called Domino. This however alarmed Geno to prepare a Geno Beam, just in case.

But instead, Bmaniac looked at them without his blood lust gaze, but with one that looked almost…normal.

"Domino?!" He said, surprised at the appearance of his guardian. In turn the others were surprised at how normal his voice sounded. It was still slightly distorted, but sounded just like the normal Bman!

The others jumped in surprise.

"Did you hear that?!" Asked Blossom.

"He sounds like himself!" Added Bubbles.

"How is this possible?" Questioned Dexter.

"And who the fuck is that?"

Panty gestured to the adult angel floating in front of a different Portal. He was covered in a blue aura, emanating blue sparks due to so much power. He shifted his gaze from the maniac to them, lifting a hand pointed at the group.

Bmaniac panicked and roared, triggering Gravity Bomb on them. It forced them down onto the ground, but at the same time, it negated a beam of ice directed at them.

Stocking groaned. "D-Did he just save us?"

"Funny way of showing it…" Said Spyro.

"I…I can't move!" Alerted Ben. Try as he might, the Gravity Bomb kept him on the floor, much to his annoyance. The others couldn't get up either, let alone lift their hands enough to work the Ultimatrix or grab a weapon. Bmaniac looked angrily at the angel. He chuckled.

"I see you're still in there Bman." He said with a calm tone. "But I must be the one to end you."

"YOU COWARD!" Yelled R.O.T.O.M., earning a gasp of surprise from Domino and some of the others. "HAVE YOU NO SHAME?!" The angel cocked his head in mock confusion.

"I've no idea what you mean…" He said.

"ADMIT IT! YOU WERE THE ONE WHO WAS HIRING PEOPLE LIKE ENOCH AND MOJO TO KILL BMAN!" He yelled. The angel smiled lightly.

"Of course I did. It was the only way to kill him, ensuring the safety of the Multiverse. Such is a burden given to me by the Lord. Bless him…" He praised. Bmaniac was still trying to catch his breath, while Timmy did some thinking.

"Wait a minute…if he sent all those people after Bman…just so he could kill him now…" Buttercup interrupted his train of thought.

"What if he KNEW Mojo would increase Bman's Mayhem?" She asked.

"That doesn't compute! Why would he put Bman in a position where he needs to be killed off?" Asked Dex.

"Maybe because he wants Bman dead?" Deadpanned Stocking.

"No! Because he wants to take credit for killing the rampaging maniac!" Alerted Domino. Whoever this angel is, he WANTED to make Bman insane. But for what purpose? As far as he could smell, there wasn't a shred of darkness in his being. But the facts remain…

"This is something that must happen in the grand scheme of the Multiverse…" Said the angel as his wings suddenly spread, growing giant at the same time. Bmaniac seemed to panic as he witnessed the wings shine in power. Several magical circles appeared around the angel as well.

"Forgive me…oh Lord." He said. Bmaniac took out his warhammer, which looked more like a scythe thanks to the super long sharp side.

"Guys…" He spoke, using telepathy. "Thanks for not giving up on me, but I'm gonna finish this alone." Domino shook his head in disbelief.

"BMAN NO!" He cried.

"LET US OUT ASSHOLE!" Demanded Panty.

"WE CAN DO THIS TOGETHER!" Suggested Geno.

"CUT IT OUT!" Cried Blossom.

"DON'T BE A HERO!" Pleaded Ben.

Bmaniac only smirked.

"I can't go back on my nature…" He said weakly, a tear actually falling from his glowing red eye. With a distortedly inhuman roar, he threw himself at the mysterious angel, just as he summoned a giant magical circle in front of himself. The circle fired out a multicolored beam of light at Bmaniac Arcania.

The rest of the group could only watch in what seemed like slow motion of the inevitable clash. Bmaniac's Gravity Bomb wore off right as the blast was too close to dodge, not giving anyone any time to act.

All that went through their heads was Bman's voice, the two forces getting closer and closer at the same time.

"It's my job to save people who need help from assholes like him!" Dexter heard in his head, as he tried to yell at Bman some plan he formulated in his favor. "I'd rather die then see you get killed because I couldn't do anything!"

Timmy couldn't get his wand up fast enough, let alone wave it. "I've not gone all this way just to give up. And even if you screw shit up in the past, that doesn't mean you'll always screw up."

Geno was just thinking about jumping along side Bman and fighting, even if this guy had incredible power. "No one gets left behind! C'mon Geno!"

After seeing him go through so much, as well as herself, Bubbles was on the verge of tears. "Even if I become a pile a goop or mutate or something else, I'm not leaving you girls now!"

Spyro could barely breath out a single ember from his mouth. "Happy to help Spyro. I'll even help you get back home too."

Buttercup just wanted to tear that guy's wings off and shove them down his eye sockets. "You shouldn't give up if things get hard. It makes it so much sweeter when you accomplish it then."

Location: Bellwood

Although Gwen currently wasn't with her cousin and the others, she suddenly remembered something that Bman once said. ""I always try my best for my friends, so the best for you guys it is!"

She didn't know why that came up now as it did, but it reminded her how sweet Bman was…the real Bman.

Location: Hero Island

Panty and Stocking could barely get a word in edgewise, with that word most likely being a curse word. "But what I do know is that I'll treat them with as much respect as I can give them. Sure, I'll get mad if they throw Dexter in the garbage or destroy Blossom's room, but I look past that so I can see the true angels I know they could be."

Blossom, for once in her life, had no plan and no idea on what to do next. "I'll miss you too Blossom. Just take care of everyone, OK?"

Ben was one of the few who didn't plan on doing anything. He could only stare, and believe that Bman would be on top. "The best thing is to do is to gather the team. I got a bad feelin in the pit of my sneaker…"

Domino was feeling everything at once, but mostly the bad stuff. He couldn't handle everything. "No. I'm the Bman! Bman Allstaria!"

But there was one line that ran through everyone's heads, even R.O.T.O.M.'s:

"WATCH OUT JACKASSES!"

But the line wasn't finished when the light show finally collided with Bmaniac, creating a blind light that engulfed the area for a brief moment.

…

An explosion sounded.

…

Bmaniac Arcania exploded like a water balloon filled with blood and intestines, spattering all across the island. It stained the grass with his blood, and sent tiny pieces of metal into the dirt as well. The blood spattered onto the horrified faces of Domino and co, and even in the face of the mysterious angel, keeping his calm and smiling demeanor.

Domino however, didn't keep such a demeanor.

Immediately, the small puppy fell to his knees and broke down, his master gone forever. "BBBBBBBBMMAAAAAAAANNNNN!" He sobbed. "MAAAAASSTEEER! NO, NO, NO, NOOOOO!" The others were completely shocked. They had problems accepting that Bman Allstaria or Bmaniac Arcania just…POPPED before their very eyes, with nothing they could do. He's always won out from grim odds before, but now…

The odds weren't in the teen's favor.

The mysterious angel ignored the guardian's cries, and calmly dabbed the blood off of his face with a handkerchief.

"Such a relief…" He mused, earning the gazes of everyone sans Domino.

"That was actually simpler then expected." He continued, spreading his arms out wide. "Millions will cheer at my actions today."

"…shut up." Muttered Ben, glaring at the angel.

But he continued anyway, as if he never heard him. "The Multiverse is safe from such a tyrannical, heartless, monster."

"Shut up." Ben repeated, feeling his anger rise. The others got tense as well, clenching fists and gritting teeth.

But he kept talking. "And to think I had to put him in a situation where his Mayhem would be too much to bare…" He lamented.

This shocked the whole group. So he DID make the Mayhem unstable! He knew Mojo would increase the effect over Bman, and he planned for Kevin to absorb Enoch's Ultimatrix-powered armor, demand Alien X, and have Bman gain the power through desperation.  
The angel continued to speak. "But it was worth it. Such a heartless beast…his star has finally gone out."

That tore it.  
In each of their minds, there was a string that snapped in aggravation.

And for the first time in his life, Ben Tennyson lost his cool, feeling unhindered rage and anger at the mysterious angel. Tears finally flowing, Ben's scream echoed. Activating the Ultimatrix without killing a beat.

"SHUT UP!" He hollered, as did the others.

He slammed down on the gauntlet's face, not even putting in the effort of selecting an alien. Regardless, he got who he wanted: Humungousaur. He quickly hit the badge on his chest, growing spikes and changing again.

He was now an ankylosaurus-like creature, 20 feet tall with a green body. He had silver spikes on his head, and on the sides of his face there were black spikes, pointing down. On his back was a dark blue, spiked shell, and his tail had a blue mace on the end of it, with silver spikes. His knuckles had silver barrels on them, and his chest and torso was dark blue with spikes on them. He roared in anguish, slamming the already crushed castle with his fists.

"ULTIMATE HUMUNGOUSAUR!"

At the same time, each of the others began to gear up for the fight ahead; no more fucking around.

While Ben was transforming, Spyro let his anger build, accepting the dark feeling Bman's death had brought upon him. He felt the power envelope him, giving him a shadowy aura. Much like from the Skylanders game upon leveling up, Spyro suddenly grew in size as a lightning bolt of power struck him for a brief moment. Upon impact, Spyro's purple skin became black, his horns and most of his other features grey. His wings were black like the darkness he welcomed.

He became Dark Spyro.

"Light's Out!" He cried, shrinking back to normal.

Dexter pulled out a remote from his lab coat while the Powerpuff's bodies shook in tension. Using excessive force, Dexter pushed the large red button, breaking the device in the process.

As music suddenly came in from nowhere, Panty's halo formed over her head, and as she brought it down, her red dress changed into her angelic garb.

With another flick of her wrist, the same happened to Stocking. Both bitches were next to stripper poles, rave lights flashing suddenly from out of nowhere. Angelic wings and halos made of holy energy flashed briefly from their bodies. The music was telling them to 'Fly Away'.

They flaunted their bodies around, but their faces were anything but erotic. If looks could kill, this mysterious angel would have died 50 times over.

"**Oh pitiful shadow lost in the darkness." **They began.

The ground rumbled as something emerged from the waters around the island. Dexter sprung off towards the object with surprising speed and agility. As the water ran off of it, it revealed a large white mech suit...

"**Oh evil spirit born of those drifting between heaven and earth." **

Dexter landed in the suit's cockpit, closing after his entry. He grabbed the two levers and commanded the suit to point its one arm cannon at the angel. Using the robot's other normal hand, he would release the safety on the power output. His vision was partly on the screens, diverting 100% power to the arm cannon…

"**May the thunderous power from the garments of these holy delicate maidens…" **

"Geno Flash." Muttered the puppet, as he began to charge power in his weaponized form.

"…**strike upon you with great vengeance and furious anger,"**

Timmy's eyes were closed as he shed a tear for Bman, but the tear dissipated into blue sparks of magic. His wand glowed a bright gold, and then was enveloped in a golden magical flame.

More tears left his eyes and became magic sparks as his crown grew over his head until it looked like a halo. Timmy's wings grew large and blue, his entire being radiating with fairy magic.

"…**shattering your loathsome impurity and returning it from whence you came."**

The Powerpuff Girls' tension levels had maxed out, leaving each sister enveloped in a fierce aura of their signature color. Timmy opened his eyes, revealing them to be completely blue in magic, even leaking out of his eyes similarly to Bmaniac's. Domino could only watch in anguish and awe at the sight. The angel however, watched them with indifference. But it just made the bitches madder.

"**REPENT YOU MOTHERFUCKER!" **

Forming their weapons, Panty shot Back Lace at her target with greater force then usual. The angel however just moved his head to the side, avoiding the shot. Stocking then sent out multiple high-powered energy slashes, but the angel just moved forward in a blur, weaving his body through every slash.

But before he could get close to the group, Geno fired at the incoming man. But instead of an explosion, he caught Geno's fiery flash bomb. But it did push him backwards in the process…

Taking opportunity on this moment of distraction, Dexter shot a giant blue lazer beam at him. However, he used Geno's shot to counter the energy blast. Amidst the resulting explosion, the Powerpuff Girls charged headlong into him at blinding speeds, making shockwaves over the clashes of power. But he held them off just fine.

As if they were flies.

Seeing the futility of it, Timmy raised his wand, which then grew into a larger staff. With a powerful swing, he sent a wave of raw magic at the four, the Puffs flying away just in time.

The mysterious angel blocked it, but lost his blue aura, much to his surprise. Ultimate Humungousaur's hands changed into guns that fired out exploding bone missiles. The angel dodged a few, but got careless, resulting in a direct hit.

Seeing the alien score damage, Dark Spyro wasn't taking any chances.

"THIS IS IT!" He cried "KILL 'EM NOW!"

The rest gave a battle cry of agreement before leaping after the angel. Geno transformed back and jumped with them. Dexter hit the ejector seat in his prototype suit, sending him out with the others.

But as the group got close enough, the smoke cleared revealing that the angel had prepared the same move he used to kill Bmaniac.

Just as he fired it, in the ears of everyone there, echoed Bman's voice, as if he were right there with them.

"IT'S HERO TIME!"

It cried, just as the light came into contact with the others, creating a pulse of power from the collision.

After a flash of green, an unconscious Ben landed on the island's grass, following by three spiraling, and fading, trails of light. The Powerpuffs made craters in the ground from their impact.

Dexter's body surged with blue electricity, even after he fell down. He gave a spasm of pain before finally passing out. Timmy's last sound was that of a fart as his wand became dull and limp. He fell down hard near Dexter, a dented crown lying hear him.

Geno's body was badly mangled with broken limbs, cracks, and tears. Not to mention a the large hole in his chest. His eyes and expression were listless, like a toy's. Inside the hole, was Geno's true form, glowing faintly. Dark Spyro was reverted back into a toy, surprisingly not damaged from the attack or the fall.

Still in the air however was Panty and Stocking. Somehow, they managed to stay up after such a deadly blow. But it didn't last for a second until Panty and Stocking's halos dimmed out, and the angels fell back onto the earth with shocked looks on their faces. Back Lace turned back into panties, deteriorated and useless. Stocking's weapons were back on her legs, surprisingly enough. Both halos shattered upon reaching the ground.

No one was left to fight…

This mysterious angel had won.

Domino couldn't believe what he just saw. "NOOOOO!" He wailed.

"BEEENN! BLOOSSSOOOMMM! NOOOOOOO-URK!" As he cried out for the fallen heroes, the puppy suddenly coughed out blood! It kept coming out more and more, mixing in with his initial sadness until the mutt couldn't take it anymore.

Domino slumped over in his own pool of blood, tears, and some vomit, unconscious like the rest. The angel's expression was ever the same.

"Checkmate my friend." He announced, referring to the leering R.O.T.O.M. still on the side. If he still had operating arms he would try and choke out the calm son of a bitch.

"I've killed your master, and defeated his friends. My work is done here."

"Good, the just leave." He spat. At this point, he only needed time until his body parts could rebuild and reconnect with his head. It was a little known fact what R.O.T.O.M. also stood for: Regeneration Of This Obliterator Module.

In actuality it didn't, but it was clever to come up with that on the fly.

It took a while for that drive to kick in due to all the energy he wasted killing all those angelic warriors and fighting with him himself until Bmaniac came in.

"And I will." Responded the angel, his smile growing larger. ROTOM didn't like that…

"Just after I wipe the memories of Bman Allstaria from their heads."

R.O.T.O.M. could just feel a bulb in his circuit board shatter at the comment.

"W-WHAT?!" The angel nodded in confirmation.

"It is to help preserve world order of course. Bman Allstaria was an S rank meddler, amongst being an F rank hero."

"YOU WILL DO NO SUCH THING!" ROTOM blared.

"And why not?" The angel asked in mock interest. "Because it would interfere with your little project?" He pointed a hand at R.O.T.O.M.'s struggling arm as it began to reform, encasing it in ice before exploding it into pieces of scrap once more.

R.O.T.O.M. cursed his luck. He didn't have much choice on what to do next…

"Now, who to start with?" The angel announced aloud, a finger on his chin to imitate thought. "How about young Domino?"

Crap, Crap. Fuck that's bad. R.O.T.O.M. needed them not to be tampered with, ESPECIALLY the guardian canine.

"HOW ABOUT NO!"

Deep inside R.O.T.O.M.'s head was the red gem that contained the essence of pure Mayhem that he captured from Bman. It began to glow brightly, and that glow showed through R.O.T.O.M.'s lenses. Using said Mayhem, he created Portals of his own to put each of the heroes back in their own worlds for their own good.

And he had to do this as fast as possible.

He sent a Portal to warp Ben back into Bellwood, Dexter back to his lab in Genius Grove, and the Anarchy Sisters back in Daten in one fell swoop.

"Not quick enough." The angel replied, spurring on his blue aura before he flew straight at Domino. R.O.T.O.M.'s lenses widened in panic and anger.

"FFUUUCK YOOOOOUUU!" He raised the levels of Mayhem way past their limits, actually shattering the gem inside his head. It made his head hop like he was almost having a seizure. But before it hopped, he ejected a box from the compartment in his head. Then the Mayhem overflowed out of him, shattering through his right lens.

Portals quickly appeared and took Domino away. It did the same with the box, Timmy, Dark Spyro's toy, Geno, and each of the Powerpuff Girls.

The angel never got to the guardian in time to capture him. He just calmly floated back to the other side.

R.O.T.O.M. was struggling to stay operational, since that Mayhem was what kept him working. There was no hope for his body parts to rebuild since he had no power left.

"You'll…never…find them now…" He bragged weakly. "You'll get…your punishment…soon eno-"

R.O.T.O.M.'s red eyes finally dimmed, ending his operation. At this, the angel's smile faltered.

"Not soon enough I'm afraid…" He admitted. He sighed as he took in the sight of everything around him, saddened at the damage done today.

"MASTER!" came a cry from the Portal he used to access Hero Island. The voice came from another angel in white and beige robes with brown hair and a tan cap with yellow symbols. He kept aloft using his feathery white wings. The first angel raised a hand in greeting.

"I'm over here Vulcanus." He said. The angel, Vulcanus, had a look of panic on his face. "Master, you're wounded!" He announced.

Curious, the angel placed a hand to his head, finding blood pouring down his face and small bone fragments in the skin, most likely from the shape-shifting teenager.

"It seems I am." He said as if he were just noticing that it was drizzling outside on a once sunny day.

"P-Please Master. Return to Celestia and get yourself checked out immediately!" He pressed. The angel chuckled.

"Very well then. Perhaps I'll pay a visit to that new angel…Flonne I believe her name was. I see great things in her Vulcanus." He said. Vulcanus nodded his head vigorously, his hands rubbing together anxiously.

"Yes, yes. Of course. You do have an eye for those kinds of things." Vulcanus praised. The mysterious angel departed through the Portal he arrived in. Vulcanus' expression suddenly changed from smiling to scowling.

"That ignorant fool. He's only furthering my own plans by ridding me of that hero's inevitable interference. The monkey and the knight played their roles well. The rest shall come in due time…" He plotted, exiting the world and closing the Portal behind him, leaving no life left of the once vibrant Hero Island.


	27. Game Over

**Disclaimer: I own no characters except for my OCs Bman Allstaria, Domino, R.O.T.O.M., Darkball, and Anti-Timmy.**

Location: Genius Grove  
Normal POV

The noise is what woke Dexter up. It was a combination of several laboratory alarms and Dee Dee's worried tone.

"DexterDexterDexterDexterDext erDexterDexterDexterDexter!" She rattled.

Oh, and that Dee Dee was shaking him like a maraca.

"DEE DEE!" He yelled. He regretted the outburst since it hurt his throat. Dee Dee pulled her little brother close.

"Oh Dexter! I'm so happy you're alright!" She sobbed. Dexter tried to get up, but felt dizzy and fell back down. Whatever that 'angel' did sure left the room wobbling.

"Where am I?" He asked. Dee Dee looked nervous and sweatdropped.

"Uh…in our new porch?"

"We don't have a porch…" Deadpanned the genius.

"We kinda do now…"

Looking behind him, Dexter saw a giant hole in the house, and subsequently, his lab. Looking back inside, more of his lab was destroyed, machines sparking and fires burning.

"Great…what else could go wrong?"

"DEXTER!" Came a pair of angry voices. Dee Dee and Dexter jumped. "Oh dear God…" he said.

Checking the source of the voices, the siblings saw their mom and dad! The dad was blonde haired with glasses, and both of them had Hawaiian shirts, straw hats, and flower necklaces on.

And they did not look happy.

"Dexter, what is all this?" Asked Dexter's mom, motioning to the vast technology in the lab. Or at least the parts that weren't destroyed.

"We're gonna have a long talk about this young man." Dexter's dad said sternly, waving his finger at his son. Dexter sighed and reached a hand into his coat.

"No father, I don't believe we will." He said, pulling out his lazer gun. He had it modified long ago to have a mind wiper function, just in case a situation like this arose…again. He'd considered using it on Dee-Dee, but Dexter knew that she'd find her way back in one way or another.

After setting the function, Dexter aimed it at his parents.

Click.

…nothing happened. Dexter blinked in surprise.

Click. Click.

Clickclickclickclickclick. Dexter groaned in annoyance.

"What the heck?" He pulled open a panel examining the inner workings. Just what could have gone wrong?

And then it hit him.

Back on the island…when he felt that surge of pain…with the blue sparks…

It acted like an EMP wave. The attack must have terminated all of Dexter's inventions that he had on him, like the gun and the tech in his gloves.

"Did you just try to erase our minds?!" Dexter's mom gasped. Dexter dropped the gun and removed one of his purple gloves. His hand had several burns from the malfunctioning tech, earning a small gasp of concern from Dee Dee.

"You're in big trouble Dexter!" Said his father. Dexter sweatdropped. "What else now?" He lamented.

Just then, Monkey flew in the large hole, suit torn and looking fried after being sent flying by Badaxtra. He landed on the metal floor, exhausted. As he gasped for breath, Monkey's mask slid off of his face, unable to stay in one piece due to the wear and tear. Deter and Dee-Dee gasped.

"Monkey!" Dee Dee yelled, happy to see him, especially since she lost track of him when Badaxtra attacked. Dexter yelled in shock.

"Y-You?!" He cried. "You mean MY monkey is actually the great superhero Monkey?!" Dexter couldn't believe that a young man of his high intelligence could not make such a connection!

Monkey shrugged nervously until he saw Dexter's discarded ray gun. He quickly picked it up and pointed it at his owner.

Clickclickclick.

Monkey sweatdropped and tossed the gun over his shoulder, too tired to do anything else.

Dexter exhaled tiredly, zoning out from his parent's voices.

"I hate my life…" He said, closing his eyes in an effort to discover what he did wrong that led to all of this…

Location: Daten City  
Normal POV

"Panty! P-Please g-get up."

Panty groaned at the sound of Brief's worried voice. She stood up, relatively dizzy from the impact of the attack. Looking around, she noticed Stocking was in a similar state. With Brief was Garterbelt and Chuck, the former two approaching them while the later was derping around.

"So, um…how'd it go?" Brief asked.

"Uh…" Panty surprisingly didn't want to tell him anything about Bman's death, for fear of being emotional in from of THEM of all people. Stocking's expression was unreadable by her sister, which was a first.

Luckily, before Brief could press further, Garterbelt discovered something on the ground.

"What the fuck is my Black Card doing out here?" He said. As he picked it up, a massive pile of goods fell out of a hole in the sky before sealing back up, right on top of the angels and Chuck.

The pile itself was composed of sweets, clothes, purses, shoes, and other presents. That moment was just what Panty needed to change the subject. Her sister beat her too it though, showing a happy expression.

"We maxed it out! I mean, you were dead right? Why would you care?" She admitted.

"WHAT KINDA ANGELS ARE YOU?!" Garter spat at them.

The lot of them piled into See-Through, Stocking in the driver's seat as they raced back to the church.

"You're supposed to be emissaries of God, not fucking thieves!" Garter scolded the two angels.

"You're so goddamn dramatic…" Panty dismissed, already bored. "I guess we're not going back to Heaven anytime soon."

"I guess not, but that's cool. This is more our style anyway." Replied Stocking.

"Girl don't I know." Panty agreed. Back in the city, Brief sprinted off after the pink Humvee.

"WAIT FOR ME!" He pleaded.

Way behind them, deep inside the rubble, and not surprisingly still alive, was Fastener.

Fastener scrambled through the debris, lifting up rocks in search of something…

Or someone. A moan came out in the nearby area, sending the zipper animal bounding in the location it came from. Under a large slab of roof, probably from a warehouse he guessed, were strands of silver hair…

Jackpot.

"Fastener!" He cried, giving the rock multiple slashes from his sickle-like hands. After a second, the rock split apart, revealing Scanty and Kneesocks! They were practically, hair messy, and their eyes were empty with a look of ecstasy on their faces.

Taking a closer look, Fastener saw bite marks, burns, and slashes on their bodies. And all the white on their bodies…Fastener face palmed, only imagining what happened to them in there. And embarrassed that he served them of all demons…

Down at the church, See-Through parked out in front, with the riders piling out with Brief, having eventually stopped to pick him up.

"Chuck." Derped the zipper dog, bounding off towards the entrance with the others close behind.

"Home sweet fucking home! What's for dinner Garter?" Panty asked, seemingly forgotten about Bman already. Garterbelt rolled his eyes and didn't respond.

"Hey Panty." Said Stocking, walking next to the blonde bombshell.

"Yeah?"

"You know how our heavenly weapons kill Ghosts and shit, but don't work on people like at all?"

"Yeah."

"I wonder what they do to angels…"

Panty shrugged. "Fuck if I know? I mean, you would have to try it to see-"

Stab.

Stocking used Stripe I to stab Panty in the back on her head, right between the eyes. Without skipping a beat, she proceeded to slice Panty up at lightning fast speeds, reducing the slut to a pile of neatly chopped pieces. Surprisingly, there was no blood…and she did this right in front of the other three men.

Silence.

And then Brief screamed bloody murder. Garterbelt looked angry, ready to act. "This was not according to plan!"

But before he could act, in one fell swoop, Stocking stabbed the priest through his heart and crushed Chuck with her foot.

"OH MY GOD!" Garter cried as he exploded. Brief screamed not because of Garter, but for the fact that his penis was currently glowing blue and growing larger.

Suddenly, something that looked like a water droplet (or a sperm droplet if you think about it) popped out with a familiar face…

Corset!

He began laughing maniacally. "She's been cut into 666 pieces!" He announced. "That's the most hilarious thing I've ever heard!"

He bounced around laughing, mocking Brief who just sat there on the ground, utterly flabbergasted.

"Stocking…why?" He began. Stocking gave him a cold, unfeeling look.

"I'm sorry. But surprise, I'm actually a demon." She admitted.

"W-What?" Brief couldn't believe it. His mind shut down trying to process the information. But Corset's cackling brought him out of his trance, bringing the teen's attention to a projector screen he brought up, showing a map.

"Check this out! It's gonna be super fun! I'm gonna make a trail of Panty pieces!" He admitted. "Gather them all up as you follow the path, and you'll end up in the nearby town of Oten City, where the Hell's Gate keyhole now lies! It's a scavenger hunt! Once you're there, stick your dirty business into the open hole just like you did before! Only then will I return your precious Panty to you!"

Before Brief knew it, Stocking and Corset departed down the path, dropping little Panty pieces behind them. "I'll be waiting!" He cried over his shoulder.

"GOD! MY! OH!"

Garterbelt came back to the land of the living. The two humans and Chuck just stood there, brain dead over the sudden turn of events.

A fly took of from a blade of grass, which was the only noise in the area.

After a moment, Garterbelt coughed awkwardly. He then raised a hand out dramatically.

"Go! Follow the Panty Path! Brief and Chuck, on your way!" He commanded.

Brief began sweating profusely. HE had to stop Stocking?! All by himself, since Chuck was normally useless and Panty's been killed.

Where's Bman when ya need him?

Location: Bellwood  
Normal POV

When Ben awoke, he was back at the warehouses in Bellwood. The same location that Bmaniac decimated them in. The sky was normal now, probably sometime in the early morning. Ben didn't say a word as he began his trek out of the area to…Ben didn't really know. Home maybe? Or at least the hospital to see how Kevin was doing.

And just where was his cousin Gwen? Ben didn't think about any of that very long. He just…wanted all the pain to go away.

The pain from Bman's murder.

The pain from Kevin's injuries.

Just…all of it. He decided to go drown his sorrow in smoothies. So distracted was he that he didn't notice that his Ultimatrix wasn't glowing…

Location: Townsville  
Normal POV

Blossom's eyes slowly fluttered open, feeling something on her nose. A butterfly flew away as she sat up slowly, feeling…weaker then usual. Gazing around, she was on her front lawn. The Professor's car wasn't in the driveway, meaning that he was still at his office. It worried her that she was the only Puff there.

Buttercup and Bubbles were nowhere in sight. But she did find someone else.

"D-Domino…" She said weakly. The sound of her voice must have spurned him awake as he picked his head up in response. He looked over to her and came towards her, with some difficulty. He limped over, but seemed fine otherwise.

"Domino…are you OK?" she asked. Domino barked, but didn't give any kind of expression.

That worried Blossom.

She had never seen Domino not answer a question by speaking English. Did he hit his head?

"Domino…say something…" She said. He just gave her a vacant look and began to lick himself, not something she was hoping he'd do.

She picked him up and held him close, teary eyed. "Domino please! Talk to me! Say something!" Domino only squirmed in her grasp until he caught the attention of the same butterfly that was on Blossom. He watched as it flew away, Blossom watching it as well.

It was a monarch butterfly that was black and white in color.

Blossom could feel the tears falling from her eyes as she watched it fly away, leaving her...

Like another thing in black and white.

"Oh, Bman…" She held Domino close to her chest sobbing silently. It wasn't enough that she lost him himself, but now she lost the closest thing to him via an extension of himself.

Domino just stared blankly at the girl. Sensing that she was upset, he began to whimper and lick her arms in an attempt at comfort.

And as the sun set on the city of Townsville, it also set on the short lived but exciting life of the late interdimensional hero Bman Allstaria.

Blossom held Domino close, right as the screen completely faded to black.

Players heard a pulsing sound and a faint audio clip of distorted laughter.

**DX**

** …**

**DX**

…

**DX**

**GAME OVER**

The icon flashed on the TV screen three times before staying on, followed by the 'GAME OVER' text.

The game you bought in pre-order certainly had the ratings to back it up. But it really had one of those Gainax endings, which was a shocker. The game-play was fun, the cutscenes interesting, and was overall fun to play. It deserves a good review online for sure…

**CONTINUE?**

**- It's Hero Time!**

**- I'm Screwed…**

That was a surprise. Was there more on the disk? There wasn't anything online about a Chapter or anything. It began to count down.

**9**

…

**8**

…

**7**

…

**6**

…

**5**

…

**4**

…

**3**

…

**2**

…

**1**


End file.
